Common use of Burdensome Agreements Clause in Contracts

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Equity Interests or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Equity Interests or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property Property to any Loan Party, (v) pledge its property Property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property Property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Equity Interests or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(iv) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (ia) make Restricted Payments to any Loan Party, (iib) pay any Indebtedness or other obligation owed to any Loan Party, (iiic) make loans or advances to any Loan Party, (ivd) transfer any of its property to any Loan Party, (ve) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vif) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (ia) through (ve) above) for (1i) this Agreement and the other Loan Documents, (2ii) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3iii) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4iv) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)‑(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e6.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 6.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. (a) Enter into, into or permit to exist, exist any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Capital Stock or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property Property to any Loan Party, or (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(iv) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or Lien, (4) customary restrictions and conditions contained in any agreement relating to the sale of any property Property permitted under Section 7.05 8.05 pending the consummation of such sale, sale or (b5) requires customary non-assignment provisions contained in operating leases and licenses of Property, provided that any such provisions relates only to the grant of any security for any obligation if such property is given as security for the ObligationsProperty leased or licensed.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to secure its obligations under the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, into any Contractual Obligation that expressly restricts (a) encumbers or restricts the ability of any such Person Subsidiary to (i) make Restricted Payments to Xxxxxxx-Xxxxxx International or any other Loan Party, except for restrictions existing under or by reason of (i) any restrictions with respect to a Subsidiary imposed pursuant to an agreement which has been entered into in connection with the disposition of all or substantially all of the Capital Stock or assets of such Subsidiary; (ii) pay any Indebtedness or other obligation owed debt instrument relating to any Loan Party, a Person which becomes a Subsidiary after the Closing Date; provided that such restriction is only applicable to such Subsidiary and such instrument was in existence at the time of such acquisition; (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as joint venture documents in which a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e), Subsidiary is a coventurer; provided that any such restriction contained therein relates only to the asset or assets constructed or acquired (A) is customary in connection therewithjoint venture agreements, (3B) shall not affect the Loan Parties’ ability to pay the Obligations under this Agreement, and (C) shall provide that any Restricted Payments made shall be made on a pro rata basis in accordance with the joint venture ownership interests; (iv) any Permitted Lien restriction resulting from a covenant or an undertaking to maintain a specified net worth under the terms of any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only Indebtedness permitted to the asset or assets subject be incurred pursuant to such Permitted Lien this Agreement; or (4v) customary any restrictions and conditions contained in any agreement relating to the sale on transfers of any property covered by Liens permitted under clauses (b), (i), (j) or (o) of Section 7.05 pending the consummation of such sale7.01, or (b) requires the grant ability of any security Material Subsidiary to Guarantee the Obligations under this Agreement, or (c) except for Liens on property which are provided to a third party under clauses (i), (j) or (o) of Section 7.01, the ability of Xxxxxxx-Xxxxxx International or any obligation if such property is given as security for Subsidiary to create, incur, assume or suffer to exist Liens on Material Property in favor of the ObligationsAdministrative Agent on behalf of the Lenders to secure the Obligations under this Agreement.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation obligations owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)‑(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Equity Interests or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and Agreement, the other Loan DocumentsDocuments and the Note Purchase Agreement, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(f), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Equity Interests or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(f), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter No Credit Party shall, nor shall it permit any of its Subsidiaries to, enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (ia) pay dividends or make Restricted Payments any other distributions to the Borrower or other Credit Party on its Equity Interests or with respect to any Loan Partyother interest or participation in, or measured by, its profits, (iib) pay any Indebtedness or other obligation owed to the Borrower or any Loan other Credit Party, (iiic) make loans or advances to the Borrower or any Loan other Credit Party, (ivd) sell, lease or transfer any of its property to the Borrower or any Loan other Credit Party, (ve) pledge its property pursuant to the Loan Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vif) act as a Loan Party Borrower pursuant to the Loan Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (ia) through (vf) above) for (1i) this Agreement and the other Loan Credit Documents, (2ii) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.1(e), ; provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3iii) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4iv) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.10 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or Lien, and (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. (a) Enter into, or permit to exist, into any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Capital Stock or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property Property to any Loan Party, Party or (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(iv) above) for (1A) this Agreement and the other Loan Documents, (2B) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed constructed, acquired or acquired financed in connection therewith, (3C) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4D) customary restrictions and conditions contained in any agreement relating to the sale of any property Property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) pay dividends or make Restricted Payments any other Distributions to any Loan PartyParty on its Equity Interests or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property material Property to any Loan PartyParty other than restrictions (A) on the transfer of partnership interests, (B) with respect to the assignment of interests in management agreements or (C) set forth in lease agreements in the ordinary course, (v) with respect solely to Loan Parties, pledge its property Property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) with respect solely to Loan Parties, act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1A) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3B) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4C) customary restrictions and conditions contained in any agreement relating to the sale of any property Property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation contractual obligation that (a) encumbers or restricts the ability of any such Person to (ia) pay dividends or make Restricted Payments any other distributions to any Loan PartyCredit Party on its Equity Interests or with respect to any other interest or participation in, or measured by, its profits, (iib) pay any Indebtedness or other obligation owed to any Loan Credit Party, (iiic) make loans or advances to any Loan Credit Party, (ivd) sell, lease or transfer any of its property to any Loan Credit Party, (ve) pledge its property pursuant to the Loan Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vif) act as a Loan Party Guarantor pursuant to the Loan Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (va)-(e) above) for (1i) this Agreement and the other Loan Credit Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3ii) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4iii) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.8 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan Partymember of the Consolidated Group with respect to its capital stock or any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property assets to any Loan Party, Party or (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(iv) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.01(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) the Multi-Year Credit Agreement (and any Permitted Lien or any document or instrument governing any Permitted Lienrefinancings thereof permitted by Section 8.01(f)), provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the a sale of any property permitted under assets not prohibited by Section 7.05 8.04 pending the consummation of such sale, or (b5) requires any agreement in effect at the grant time of Acquisition of any security for any obligation if Subsidiary so long as such property agreement was not entered into in connection with such Acquisition and no other member of the Consolidated Group is given as security for the subject thereto and (6) customary non-assignment or non-subletting provisions in Contractual Obligations.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Capital Stock or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property Property to any Loan Party, (v) pledge its property Property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien Lien, (4) the Note Purchase Agreement or (45) customary restrictions and conditions contained in any agreement relating to the sale of any property Property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to the Borrower or other Credit Party on its Capital Stock or with respect to any Loan Partyother interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to the Borrower or any Loan other Credit Party, (iii) make loans or advances to the Borrower or any Loan other Credit Party, (iv) sell, lease or transfer any of its property to the Borrower or any Loan other Credit Party, (v) pledge its property pursuant to the Loan Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party Borrower pursuant to the Loan Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(iv) above) for (1) this Agreement and the other Loan Credit Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.1(e) or Section 8.1(j), ; provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewiththerewith or secured thereby, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.10 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation obligations owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, into any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (v) above) for (1) than this Agreement and the other Loan Documents, ) that (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 pending the consummation of such sale, or (bi) requires the grant of any security Lien for any obligation obligations if a Lien is granted to secure the Secured Obligations (other than as provided in the Priority Lien Intercreditor Agreement or the Second Lien Intercreditor Agreement), or (ii) that limits the ability of (a) any Restricted Subsidiary to make Restricted Payments or loans or advances to the Borrower or any Guarantor or to otherwise transfer property to the Borrower or any Guarantor, (b) any Restricted Subsidiary to Guarantee the Secured Obligations, (c) the Borrower or any Restricted Subsidiary to create, incur, assume or suffer to exist Liens on property of such Person, other than in the case of this clause (c), Contractual Obligations pursuant to the Indenture Debt Documents as described in Schedule7.10; provided that no such Contractual Obligation shall restrict any Lien securing the Secured Obligations, provided, further, that this clause (c) shall not prohibit any negative pledge incurred or provided in favor of any holder of any Lien permitted under Section 7.1(h) solely to the extent any such negative pledge relates to the property is given as security for encumbered by such Lien, (d) any Restricted Subsidiary to repay Indebtedness owed to the ObligationsBorrower or any Guarantor or (e) the ability of any Loan Party to amend or otherwise modify this Agreement or any other Loan Document.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Equity Interests or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property to any Loan Party, Party or (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(iv) above) for (1A) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3B) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or Lien, (4C) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, sale or (bD) requires the grant any credit agreement evidencing Indebtedness of a Foreign Subsidiary; provided that any security for such restriction contained therein relates only to such Foreign Subsidiary and any obligation if such property is given as security for the Obligationsof its Subsidiaries.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Equity Interests or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or Lien, (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, sale or (b5) requires any document or instrument governing permitted Indebtedness incurred 77 by a Subsidiary prior to the grant of date on which such Subsidiary was acquired by a Loan Party and outstanding on such acquisition date, provided that any security for any obligation if such property is given as security for the Obligationsrestriction contained therein relates only to such Subsidiary and its Subsidiaries.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Capital Stock or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property Property to any Loan Party, (v) pledge its property Property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property Property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(f), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security a Lien to secure an obligation of such Person upon the granting of a Lien to secure the Obligations (for any obligation if such property is given as security for the Obligationsexample, a “most-favored lender” clause).

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan Partymember of the Consolidated Group with respect to its capital stock or any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property assets to any Loan Party, Party or (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(iv) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.01(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) the 364-Day Loan Agreement (and any Permitted Lien or any document or instrument governing any Permitted Lienrefinancings thereof permitted by Section 8.01(f)), provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the a sale of any property permitted under assets not prohibited by Section 7.05 8.04 pending the consummation of such sale, or (b5) requires any agreement in effect at the grant time of Acquisition of any security for any obligation if Subsidiary so long as such property agreement was not entered into in connection with such Acquisition and no other member of the Consolidated Group is given as security for the subject thereto and (6) customary non-assignment or non-subletting provisions in Contractual Obligations.

Burdensome Agreements. Enter into, Directly or permit indirectly create or otherwise cause or suffer to exist, exist or become effective any Contractual Obligation that (a) encumbers consensual encumbrance or restricts restriction of any kind on the ability of any such Person to Loan Party or any Subsidiary to: (ia) pay dividends or make Restricted Payments to any other distribution on any Loan Party's or any Subsidiary's Equity Interests owned by any Loan Party or any Subsidiary, (iib) pay any Indebtedness or other obligation owed to any Loan PartyParty or any Subsidiary, (iiic) make loans or advances to any Loan PartyParty or any Subsidiary, (ivd) transfer any of its property to any Loan Party, Party or any Subsidiary or (ve) pledge guarantee the Obligations and/or grant Liens on its property pursuant assets to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act Administrative Agent as a Loan Party pursuant to required by the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereofDocuments, except (in respect of any of the matters referred to in clauses (id) through and (ve) above) for (1i) this Agreement and the other Loan Documents, (2ii) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(b), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3iii) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4iv) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Equity Interests or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(iv) above) for (1) this Agreement and the other Loan Documents, (2) any Second Lien Loan Document, (3) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (34) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (45) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), ; provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, ; provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter Not to enter into, or permit to exist, any Contractual Obligation contract or other agreement that (a) encumbers or restricts the ability of the Borrower or any such Person Subsidiary to (ia) make Restricted Payments dividends and other distributions to any Loan Party, (iib) pay any Indebtedness debt or other obligation owed to any Loan Party, (iiic) make loans or advances to any Loan Party, (ivd) transfer any of its property to any Loan Party, (ve) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vif) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (va)-(e) above) for (1i) this Agreement and the other Loan Documents, (2ii) any document or instrument governing Indebtedness debt incurred pursuant to Section 7.03(e8.3(d), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3iii) any Permitted Lien permitted under this Agreement or any document or instrument governing any Permitted LienLien permitted under this Agreement, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4iv) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.7 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Capital Stock or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property Property to any Loan Party, (v) pledge its property Property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(iv) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to secured by a Lien permitted under Section 7.03(e8.01(i), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or Lien, (4) customary restrictions and conditions contained in any agreement relating to the sale of any property Property permitted under Section 7.05 8.05 pending the consummation of such sale, (5) customary non-assignment provisions as to the assets financed in any lease governing a leasehold interest or in any other contracts which are not material to the business and operations of GFI and its Subsidiaries, (6) the 2008 Senior Note Documents or (b7) requires the grant of any security for any obligation if such property is given as security for the Obligationsrestrictions or conditions imposed by Laws.

Burdensome Agreements. (a) Enter into, or permit to exist, into any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on such Person's Capital Stock or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property Property to any Loan Party or (v) except in respect of any Consolidated Party which is not a Loan Party, (vA) pledge its property Property (other than Excluded Property) pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (viB) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (va)(i)-(v) above) for (1) this Agreement and the other Loan Documents, Documents and (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property Property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or Lien, (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such salesale or (5) customary provisions in leases and other contracts restricting the assignment thereof, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Equity Interests or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing purchase money Indebtedness incurred pursuant to Section 7.03(e)or mortgage Indebtedness, provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, into any Contractual Obligation (other than this Agreement or any other Loan Document) that (a) encumbers or restricts limits the ability of any such Person to (i) of any Subsidiary to make Restricted Payments to the Company or any Loan PartyDesignated Borrower or to otherwise transfer property to the Company or any Designated Borrower, (ii) pay of any Subsidiary to Guarantee the Indebtedness of the Company or other obligation owed to any Loan Party, Designated Borrower or (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents Company or any renewalsSubsidiary to create, refinancingsincur, exchanges, refundings assume or extension thereof suffer to exist Liens in property of such Person; or (vib) act as requires the grant of a Loan Party pursuant Lien to the Loan Documents or any renewalssecure an obligation of such Person if a Lien is granted to secure another obligation of such Person, refinancingsin each case, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (v) above) for other than (1) this Agreement and the other Loan Documents, (2) any document or instrument documents governing Indebtedness incurred pursuant to set forth on Schedule 7.03 and any documents governing future Indebtedness permitted under Section 7.03(e7.03(i), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument agreements governing any Permitted Lienpurchase money Liens or Capitalized Leases otherwise permitted hereby (in which case, provided that any such restriction contained therein relates prohibition or limitation shall only to be effective against the asset or assets subject to such Permitted Lien or financed thereby), (4) customary restrictions and conditions contained in any agreement relating to the sale instruments governing Indebtedness of any property Foreign Subsidiary which Indebtedness is otherwise permitted under Section 7.05 pending 7.03, (5) restrictions in any receivables facility permitted by Section 7.03(h)(ii) with respect to the consummation assets described in Section 7.05(g) or any restriction referenced in clause (a)(i) and (ii) above in respect of any Receivables Subsidiary and (6) in the case of clause (i) above, any restrictions with respect to a Subsidiary imposed pursuant to any agreement that has been entered into in connection with the Disposition of all or substantially all of the Equity Interests of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the ObligationsSubsidiary.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) pay dividends or make Restricted Payments any other Distributions to any Loan PartyParty on its Equity Interests or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property material Property to any Loan PartyParty other than restrictions (A) on the transfer of partnership interests, (B) with respect to the assignment of interests in management agreements or (C) set forth in lease agreements in the ordinary course, (v) with respect solely to Loan Parties, pledge its property Property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) with respect solely to Loan Parties, act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1A) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3B) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4C) customary restrictions and conditions contained in any agreement relating to the sale of any property Property permitted under Section 7.05 8.04 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation (except for the Loan Documents) that (a) encumbers or restricts the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (32) any Permitted Lien or agreement in effect at the time any document or instrument governing any Permitted LienSubsidiary becomes a Subsidiary of Holdings, provided that any so long as such restriction contained therein relates only to the asset or assets subject to agreement was not entered into solely in contemplation of such Permitted Lien Person becoming a Subsidiary of Holdings, or (43) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or Lien, (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 pending the consummation of such sale, sale or (b5) requires the grant of MPT Documents (and amendments thereto not prohibited by Section 7.16), provided that any security for such restriction contained therein relates only to the Borrower or any obligation if such property is given as security for Subsidiary party to the ObligationsMPT Documents.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) in the case of any Person that is not a Foreign Subsidiary, pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) in the case of any Person that is not a Foreign Subsidiary, act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or Lien, (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, (5) non-assignability provisions in contracts entered into in the ordinary course of business, and (6) restrictions on the pledge of interests in any joint venture contained in the applicable joint venture agreement or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Equity Interests or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, thereof (except (in respect of any of the matters referred to in clauses (i) through (vi)-(iv) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter No Credit Party shall, nor will any Credit Party permit any Subsidiary to enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (ia) make Restricted Payments to any Loan Credit Party, (iib) pay any Indebtedness or other obligation owed to any Loan Credit Party, (iiic) make loans or advances to any Loan Credit Party, (ivd) transfer any of its property to any Loan Credit Party, (ve) pledge 133 its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vif) in the case of a Person required by the Loan Documents to be a Credit Party, act as a Loan Credit Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (ia) through (ve) above) for (1i) this Agreement and the other Loan Documents, (2ii) any document document, instrument or instrument governing restriction relating to Indebtedness incurred pursuant to Section 7.03(e7.01(b), ; provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3iii) any document, instrument or restriction relating to Settlement Obligations, Guarantees of Settlement Obligations, or Indebtedness incurred pursuant to Section 7.01(a), 7.01(e), 7.01(f), 7.01(m), 7.01(o), 7.01(p), 7.01(s), 7.01(u), 7.01(v) or 7.01(w), (iv) any Permitted Lien Encumbrance or any document or instrument governing any Permitted Lien, Encumbrance; provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien Encumbrance or (4v) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 7.03 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Capital Stock or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property Property to any Loan Party, (v) pledge its property Property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or Lien, (4) customary restrictions and conditions contained in any agreement relating to the sale of any property Property permitted under Section 7.05 8.05 pending the consummation of such sale, (5) any document or instrument governing Additional Permitted Indebtedness, or (b6) requires in the grant case of any security for any obligation if Excluded Subsidiary, restrictions in such property is given as security for the ObligationsPerson's organizational documents.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, 91 or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, into any Contractual Obligation that expressly restricts (a) encumbers or restricts the ability of any such Person Subsidiary to (i) make Restricted Payments to Xxxxxxx-Xxxxxx International or any other Loan Party, except for restrictions existing under or by reason of (i) any restrictions with respect to a Subsidiary imposed pursuant to an agreement which has been entered into in connection with the disposition of all or substantially all of the Capital Stock or assets of such Subsidiary; (ii) pay any Indebtedness or other obligation owed debt instrument relating to any Loan Party, a Person which becomes a Subsidiary after the Closing Date; provided that such restriction is only applicable to such Subsidiary and such instrument was in existence at the time of such acquisition; (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as joint venture documents in which a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e), Subsidiary is a coventurer; provided that any such restriction contained therein relates only to the asset or assets constructed or acquired (A) is customary in connection therewithjoint venture agreements, (3B) shall not affect the Loan Parties’ ability to pay the Obligations under this Agreement, and (C) shall provide that any Restricted Payments made shall be made on a pro rata basis in accordance with the joint venture ownership interests; (iv) any Permitted Lien restriction resulting from a covenant or an undertaking to maintain a specified net worth under the terms of any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only Indebtedness permitted to the asset or assets subject be incurred pursuant to such Permitted Lien this Agreement; or (4v) customary any restrictions and conditions contained in any agreement relating to the sale on transfers of any property covered by Liens permitted under clauses (b), (i), (j) or (o) of Section 7.05 pending the consummation of such sale7.01, or (b) requires the grant ability of any security Material Subsidiary to Guarantee the Obligations under this Agreement, or (c) except for Liens on property which are provided to a third party 97 under clauses (i), (j) or (o) of Section 7.01, the ability of Xxxxxxx-Xxxxxx International or any obligation if such property is given as security for Subsidiary to create, incur, assume or suffer to exist Liens on Material Property in favor of the ObligationsAdministrative Agent on behalf of the Lenders to secure the Obligations under this Agreement.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation (except for the Loan Documents) that (a) encumbers or restricts the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereofDocuments, except (in respect of any of the matters referred to in clauses (i) through (v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e), ; provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (32) any Permitted Lien or any document or instrument governing any Permitted Lien; provided, provided that any such restriction contained therein relates only to the asset or assets subject to the Permitted Lien, (3) any agreement in effect at the time any Subsidiary becomes a Subsidiary of the Borrower, so long as such Permitted Lien or agreement was not entered into solely in contemplation of such Person becoming a Subsidiary of the Borrower, (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 pending the consummation of such sale, (5) applicable Laws or (b6) requires the grant customary provisions in Contractual Obligations prohibiting assignment of any security for any obligation if such property is given as security for the Obligations.Contractual Obligation, 89 CHAR1\1593539v8

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Equity Interests or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act 86 as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(iv) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e) or (g), ; provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, or (3) any Permitted Lien or any document or instrument governing any Permitted Lien, ; provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the ObligationsLien.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts prohibits the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation obligations owed to any Loan Party, Party or (iii) make loans or advances with respect to any a Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to and to the extent required under the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (v) above) for (1) this Agreement and the other Loan Documents, the BofA Agreement and the other Loan Documents (as defined in the BofA Agreement), the Key Agreement and the other Loan Documents (as defined in the Key Agreement) and the PNC Agreement and the other Loan Documents (as defined in the PNC Agreement), (2) any document or instrument governing Secured Indebtedness incurred pursuant to in compliance with Section 7.03(e), 8.01; provided that any such restriction contained therein relates only to the asset or assets constructed or acquired secured in connection therewith, (3) any Permitted Lien permitted under Section 8.01 or any document or instrument governing any Permitted Lien, Lien permitted under Section 8.01; provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien permitted under Section 8.01, or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, sale or (b) with respect to a Loan Party, requires the grant of any security for any obligation if such property is given as security for the Obligations.. 8.10

Burdensome Agreements. Enter into, into or permit to exist, exist any Contractual Obligation that (a) encumbers or restricts the ability of the Parent or any such Person Subsidiary to (ia) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Capital Stock or with respect to any other interest or participation in, or measured by, its profits, (iib) pay any Indebtedness or other obligation owed to any Loan Party, (iiic) make loans or advances to any Loan Party, (ivd) sell, lease or transfer any of its property Property to any Loan Party, (ve) pledge grant any Lien on any of its property Property to secure the Obligations pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vif) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (va)-(e) above) for (1i) this Agreement and the other Loan Documents, (2ii) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(c), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3iii) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or Lien, (4iv) customary restrictions and conditions contained in any agreement relating to the sale of any property Property permitted under Section 7.05 8.05 pending the consummation of such sale, sale and (v) any document or (b) requires the grant of any security for any obligation if such property is given as security for the Obligationsinstrument governing Subordinated Indebtedness.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation (except for the Loan Documents) that (a) encumbers or restricts the ability of any such Person to (i) to act as a Loan Party; (ii) make Restricted Payments to any Loan Party, (iiiii) pay any Indebtedness or other obligation owed to any Loan Party, (iiiiv) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, or (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereofCollateral Documents, except (in respect of any of the matters referred to in clauses (iii) through (v) above) (A) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e7.02(c), ; provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3B) for any Permitted Lien or agreement in effect at the time any document or instrument governing any Permitted LienSubsidiary becomes a Subsidiary of the Borrower, provided that any so long as such restriction contained therein relates only to agreement was not entered into solely in contemplation of such Person CHAR1\1759258v10 becoming a Subsidiary of the asset or assets subject to such Permitted Lien Borrower, or (4C) for customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 pending the consummation of such sale, sale or (b) requires the grant of any security Lien on property for any obligation if a Lien on such property is given as security for the Secured Obligations.

Burdensome Agreements. Enter (a) Except as set forth on Schedule 8.09, enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Capital Stock or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property Property to any Loan Party, (v) pledge its property Property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided Table of Contents that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property Property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation obligations owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e); provided, provided that that, any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien; provided, provided that that, any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(f), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or Lien, and (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation with any Person that (a) encumbers or restricts the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation obligations owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property Collateral pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that provided, that, any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that provided, that, any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien Lien, or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, into any Contractual Obligation (other than restrictions contained in (x) this Agreement or any other Loan Document, or (y) any note purchase agreement, indenture or similar agreement related to any notes issued in accordance with Section 7.03(b), (g) or (h), so long as, in the case of this clause (y), any such limitations and requirements in any such Contractual Obligation described in clauses (a) and (b) of this Section 7.09 are similar to, or not materially more burdensome than, the limitations or requirements set forth in Section 4.08 or Section 4.11 of that certain Indenture dated as of the Fourth Amendment Effective Date by and between the Company and U.S. Bank National Association, as trustee) that (a) encumbers or restricts limits the ability of any such Person to (i) of any Subsidiary to make Restricted Payments to the Company or any Loan Party or to otherwise transfer property to the Company or any Loan Party, (ii) pay of any Subsidiary to Guarantee the Indebtedness or other obligation owed to any Loan Partyof the Company, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents Company or any renewalsSubsidiary to create, refinancingsincur, exchangesassume or suffer to exist Liens on property of such Person; provided, refundings however, that this clause (iii) shall not prohibit (A) any negative pledge incurred or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or provided in favor of any renewals, refinancings, exchanges, refundings or extension thereof, except (holder of Indebtedness in respect of Capital Leases and purchase money obligations for fixed or capital assets solely to the extent any such negative pledge relates to the property financed by or the subject of the matters referred to in clauses such Indebtedness and such transactions are otherwise permitted under Sections 7.01 and 7.03 or (i) through (v) above) for (1) this Agreement and the other Loan Documents, (2B) any document restrictions on any Receivables SPV or instrument governing Indebtedness incurred the Equity Interests, securities or other obligations thereof pursuant to Section 7.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired customary documentation entered into in connection therewith, (3) any with a Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 pending the consummation of such sale, Receivables Transaction; or (b) requires the grant of any security for any a Lien to secure an obligation of such Person if a Lien is granted to secure another obligation of such property is given as security for the ObligationsPerson.

Burdensome Agreements. Enter into, or permit to exist, any material Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e7.02(c), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or Lien, (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 pending the consummation of such sale, or (5) customary anti-assignment provisions in licenses of IP Rights granted to any Loan Party, or (b) requires the grant of any security for any obligation if such property is given as security for the Secured Obligations.

Burdensome Agreements. (a) Enter into, into or permit to exist, exist any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Capital Stock or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property Property to any Loan Party, or (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(iv) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or Lien, (4) customary restrictions and conditions contained in any agreement relating to the sale of any property Property permitted under Section 7.05 8.05 pending the consummation of such sale, (5) customary non-assignment provisions contained in operating leases and licenses of Property, provided that any such provisions relates only to the Property leased or licensed or (b6) requires the grant Certificate of any security for any obligation if such property is given as security for the ObligationsDesignation.

Burdensome Agreements. (a) Enter into, or permit to exist, into any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Capital Stock or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property Property to any Loan Party, Party or (v) (A) pledge its property Property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (viB) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v)(A) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed constructed, acquired or acquired financed in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property Property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Capital Stock or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property Property to any Loan Party, (v) pledge its property Property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and Agreement, the other Loan Documents, the Plan Note Indenture and any 144A Indenture, (2) with respect to clauses (iv) and (v) above, any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property Property permitted under Section 7.05 8.05 pending the consummation of such sale, sale or (b4) requires restrictions and conditions on any Foreign Subsidiary organized under the grant laws of the People’s Republic of China or any security for any obligation if such property is given as security for the Obligationsstate or other political subdivision thereof.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (ia) make Restricted Payments to any Loan Party, (iib) pay any Indebtedness or other obligation owed to any Loan Party, (iiic) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (vParty,(d) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vie) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (ia) through (vd) above) for (1i) this Agreement and the other Loan Documents, (2ii) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3iii) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4iv) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter intoPermit any Consolidated Party to directly or indirectly, create or permit otherwise cause or suffer to exist, exist or become effective any Contractual Obligation that (a) encumbers encumbrance or restricts restriction on the ability of any such Person to (ia) pay dividends or make Restricted Payments any other distributions to the Borrower on its Capital Stock or with respect to any Loan Partyother interest or participation in, or measured by, its profits, (iib) pay any Indebtedness or other obligation owed to any Loan Partythe Borrower, (iiic) make loans or advances to any Loan Partythe Borrower, (ivd) sell, lease or transfer any of its property to any Loan Party, (v) pledge its property pursuant Property to the Loan Documents or any renewalsBorrower, refinancings, exchanges, refundings or extension thereof or (vie) act as a Loan Party the Borrower and pledge its assets pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (va)-(d) above) for such encumbrances or restrictions existing under or by reason of (1i) this Agreement and the other Loan Documents, (2ii) the Senior Subordinated Note Indenture and the Senior Subordinated Notes, in each case as in effect as of the Closing Date, (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e7.03(c), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3v) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4vi) customary restrictions and conditions contained in any agreement relating to the sale of any property Property permitted under Section 7.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Equity Interests or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act 58 as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(iv) above) for (1) this Agreement and the other Loan Documents, (2) any First Lien Loan Document, (3) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (34) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (45) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person Loan Party or Subsidiary to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Equity Interests or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property to any Loan Party, (v) if such Person is a Loan Party, pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) if such Person is a Loan Party, act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except for (in respect of any of the matters referred to in clauses (i) through – (viv) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e)8.03, provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien Lien, (4) customary restrictions on assignment in contracts or (45) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Equity Interests or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(iv) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing purchase money Indebtedness incurred pursuant to permitted by Section 7.03(e8.03(b) or Section 8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or Lien, (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, (5) customary provisions restricting confidentiality, assignment or (b) requires the grant transfer of any security for any obligation if inbound intellectual property license or agreement or other Contractual Obligation entered into in the ordinary course of business so long as the Borrower has complied with the terms of Section 7.15 with respect to such property is given as security for the Obligationslicense or agreement.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof Party or (viiv) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(iv) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to the Borrower or other Loan Party on its Equity Interests or with respect to any Loan Partyother interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to the Borrower or any other Loan Party, (iii) make loans or advances to the Borrower or any other Loan Party, (iv) sell, lease or transfer any of its property to the Borrower or any other Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party the Borrower pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(iv) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.2.1(vii), ; provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.2.8 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation contract, agreement or other instrument that (a) encumbers or restricts the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(d), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security in any property for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. (a) Enter into, or permit to exist, into any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Capital Stock or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property Property to any Loan Party, (v) pledge its property Property (other than Excluded Property) pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property Property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to the Borrower or other Credit Party on its Capital Stock or with respect to any Loan Partyother interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to the Borrower or any Loan other Credit Party, (iii) make loans or advances to the Borrower or any Loan other Credit Party, (iv) sell, lease or transfer any of its property to the Borrower or any Loan other Credit Party, (v) pledge its property pursuant to the Loan Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party Borrower pursuant to the Loan Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(iv) above) for (1) this Agreement and the other Loan Credit Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.1(e) or Section 8.1(j), ; provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewiththerewith or secured thereby, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained 104 in any agreement relating to the sale of any property permitted under Section 7.05 8.10 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Capital Stock or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property Property to any Loan Party, (v) pledge its property Property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(eSections 8.03(e) or (h), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or Lien, (4) customary restrictions and conditions contained in any agreement relating to the sale of any property Property permitted under Section 7.05 8.05 pending the consummation of such sale, (5) customary nonassignment provisions as to the assets financed in any lease governing a leasehold interest or in any other contracts which are not material to the business and operations of GFI and its Subsidiaries or (b6) requires the grant of any security for any obligation if such property is given as security for the Obligationsrestrictions or conditions imposed by Laws.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) pay dividends or make Restricted Payments any other Distributions to any Loan PartyParty on its Equity Interests or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property material Property to any Loan PartyParty other than restrictions (A) on the transfer of partnership interests, (B) with respect to the assignment of interests in management agreements or (C) set forth in lease agreements in the ordinary course, (v) with respect solely to Loan Parties, pledge its property Property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) with respect solely to Loan Parties, act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1A) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3B) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4C) customary restrictions and conditions contained in any agreement relating to the sale of any property Property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, into any Contractual Obligation that expressly restricts (a) encumbers or restricts the ability of any such Person Subsidiary to (i) make Restricted Payments to Mxxxxxx-Xxxxxx International or any other Loan Party, except for restrictions existing under or by reason of (i) any restrictions with respect to a Subsidiary imposed pursuant to an agreement which has been entered into in connection with the disposition of all or substantially all of the Capital Stock or assets of such Subsidiary; (ii) pay any Indebtedness or other obligation owed debt instrument relating to any Loan Party, a Person which becomes a Subsidiary after the Closing Date; provided that such restriction is only applicable to such Subsidiary and such instrument was in existence at the time of such acquisition; (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as joint venture documents in which a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e), Subsidiary is a coventurer; provided that any such restriction contained therein relates only to the asset or assets constructed or acquired (A) is customary in connection therewithjoint venture agreements, (3B) shall not affect the Loan Parties’ ability to pay the Obligations under this Agreement, and (C) shall provide that any Restricted Payments made shall be made on a pro rata basis in accordance with the joint venture ownership interests; (iv) any Permitted Lien restriction resulting from a covenant or an undertaking to maintain a specified net worth under the terms of any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only Indebtedness permitted to the asset or assets subject be incurred pursuant to such Permitted Lien this Agreement; or (4v) customary any restrictions and conditions contained in any agreement relating to the sale on transfers of any property covered by Liens permitted under clauses (b), (i), (j) or (o) of Section 7.05 pending the consummation of such sale7.01, or (b) requires the grant ability of any security Material Subsidiary to Guarantee the Obligations under this Agreement, or (c) except for Liens on property which are provided to a third party under clauses (i), (j) or (o) of Section 7.01, the ability of Mxxxxxx-Xxxxxx International or any obligation if such property is given as security for Subsidiary to create, incur, assume or suffer to exist Liens on Material Property in favor of the ObligationsAdministrative Agent on behalf of the Lenders to secure the Obligations under this Agreement.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Equity Interests or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (x) prior to the Funding Date only, the Existing Credit Agreements and (y) (in respect of any of the matters referred to in clauses (i) through (vi)-(iv) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. (a) Enter into, or permit to exist, into any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Capital Stock or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property Property to any Loan PartyPerson (except for leases of Real Property to third parties on market terms and conditions), (v) pledge its property Property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof (except for leases of Real Property to third parties on market terms and conditions) or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (43) customary restrictions and conditions contained in any agreement relating to the sale of any property Property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. (a) Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to any Loan PartyParty on its Equity Interests or with respect to any other interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) sell, lease or transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (x) prior to the Funding Date only, the Prior Credit Agreement and (y) (in respect of any of the matters referred to in clauses (i) through (vi)-(iv) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(e), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter No Credit Party shall, nor will any Credit Party permit any Subsidiary to enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (ia) make Restricted Payments to any Loan Credit Party, (iib) pay any Indebtedness or other obligation owed to any Loan Credit Party, (iiic) make loans or advances to any Loan Credit Party, (ivd) transfer any of its property to any Loan Credit Party, (ve) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vif) in the case of a Person required by the Loan Documents to be a Credit Party, act as a Loan Credit Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (ia) through (ve) above) for (1i) this Agreement and the other Loan Documents, (2ii) any document document, instrument or instrument governing restriction relating to Indebtedness incurred pursuant to Section 7.03(e7.01(b), ; provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3iii) any document, instrument or restriction relating to Settlement Obligations or Indebtedness incurred pursuant to Section 7.01(a), 7.01(e), 7.01(f), 7.01(m), 7.01(o), 7.01(p), 7.01(s), 7.01(u) or 7.01(v), (iv) any Permitted Lien Encumbrance or any document or instrument governing any Permitted Lien, Encumbrance; provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien Encumbrance or (4v) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 7.03 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts the ability of any such Person to (i) make Restricted Payments to any Loan Party, (ii) pay any Indebtedness or other obligation owed to any Loan Party, (iii) make loans or advances to any Loan Party, (iv) transfer any of its property to any Loan Party, (v) pledge its property pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party pursuant to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (v) above) for (1) this Agreement and the other Loan Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e) or 7.03(k), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, Directly or permit indirectly create or otherwise cause or suffer to exist, exist or become effective any Contractual Obligation that (a) encumbers consensual encumbrance or restricts restriction of any kind on the ability of any such Person to Loan Party or any Subsidiary to: (ia) pay dividends or make Restricted Payments to any other distribution on any Loan Party’s or any Subsidiary’s Equity Interests owned by any Loan Party or any Subsidiary, (iib) pay any Indebtedness or other obligation owed to any Loan PartyParty or any Subsidiary, (iiic) make loans or advances to any Loan PartyParty or any Subsidiary, (ivd) transfer any of its property to any Loan Party, Party or any Subsidiary or (ve) pledge guarantee the Obligations and/or grant Liens on its property pursuant assets to the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act Administrative Agent as a Loan Party pursuant to required by the Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereofDocuments, except (in respect of any of the matters referred to in clauses (id) through and (ve) above) for (1i) this Agreement and the other Loan Documents, (2ii) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e8.03(b), provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3iii) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4iv) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 8.05 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.

Burdensome Agreements. Enter into, or permit to exist, any Contractual Obligation that (a) encumbers or restricts on the ability of any such Person to (i) pay dividends or make Restricted Payments any other distributions to the Company or other Borrower on its Equity Interests or with respect to any Loan Partyother interest or participation in, or measured by, its profits, (ii) pay any Indebtedness or other obligation owed to the Company or any Loan Partyother Borrower, (iii) make loans or advances to the Company or any Loan Partyother Borrower, (iv) sell, lease or transfer any of its property to the Company or any Loan Partyother Borrower, (v) pledge its property pursuant to the Loan Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (vi) act as a Loan Party Borrower pursuant to the Loan Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (i) through (vi)-(iv) above) for (1) this Agreement and the other Loan Credit Documents, (2) any document or instrument governing Indebtedness incurred pursuant to Section 7.03(e7.1(e), (g) and (h); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, (3) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien or (4) customary restrictions and conditions contained in any agreement relating to the sale of any property permitted under Section 7.05 7.10 pending the consummation of such sale, or (b) requires the grant of any security for any obligation if such property is given as security for the Obligations.