Common use of Designation of Restricted and Unrestricted Subsidiaries Clause in Contracts

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 or under one or more clauses of the definition of Permitted Investments, as determined by the Issuer. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Company may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries in the Subsidiary properly designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will shall be deemed to be an Investment made as of the time of the designation and will shall reduce the amount available for Restricted Payments under Section 3.3 or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerCompany. That designation will shall only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer Company may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Borrower may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a an Event of Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Borrower and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under pursuant to Section 3.3 7.06 or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerBorrower. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer Borrower may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a an Event of Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Loral Space Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Loral Space and its Restricted Subsidiaries in the Subsidiary so designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the such designation and will reduce the amount available for Restricted Payments under paragraph (a) of Section 3.3 4.04 or reduce the amount available for future Investments under one or more clauses of the definition of Permitted InvestmentsInvestments set forth in Section 1.01, as determined by the IssuerLoral Space shall determine. That designation will only be permitted if the such Investment would be permitted at that time and if the such Restricted Subsidiary otherwise meets the definition of an Unrestricted SubsidiarySubsidiary set forth in Section 1.01. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Loral Space Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Parent may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default or Event of Default. If Subject to the preceding sentence, if a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value Fair Market Value of all outstanding Investments owned by the Issuer and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) unrestricted will be deemed to be an Investment made as of the time of the designation and will either reduce the amount available for Restricted Payments under Section 3.3 4.3 or qualify as a Permitted Investment under one or more clauses of the definition of Permitted Investmentsthat term, as determined by the Issuer. That ; provided that any designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Parent Guarantor may designate any Restricted Subsidiary (other than the Company and other than as set forth in clause (b) below) to be an Unrestricted Subsidiary if provided that any such designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Parent Guarantor and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section pursuant to SECTION 3.3 or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerParent Guarantor. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer Parent Guarantor may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if provided that any such redesignation would not cause a Default. Notwithstanding anything to the contrary contained herein, the Parent Guarantor may not designate the Company as an Unrestricted Subsidiary.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer New Pyxus Topco may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value Fair Market Value of all outstanding Investments owned by the Issuer Borrower, the Parent Guarantors and its their Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 6.01 hereof or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerNew Pyxus Topco. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer New Pyxus Topco may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary to be an Unrestricted Subsidiary (other than the Co-Issuer) if that designation would not cause a an Event of Default. If a Restricted Subsidiary (other than the Co-Issuer) is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 or under one or more clauses of the definition of Permitted Investments, as determined by the Issuer. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a an Event of Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Ultimate Parent may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value Fair Market Value of all outstanding Investments owned by any New Parent, the Issuer Parent, the Company and its their Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 4.13(a) hereof or under one or more clauses of the definition of “Permitted Investments, ,” as determined by the IssuerUltimate Parent. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an “Unrestricted Subsidiary. The Board of Directors .” As of the Issuer may redesignate any Unrestricted Subsidiary to Issue Date, all Subsidiaries of the Parent and the Company will be a Restricted Subsidiary if that redesignation would not cause a DefaultSubsidiaries.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary to be an Unrestricted Subsidiary (other than the Co-Issuer) if that designation would not cause a Default. If a Restricted Subsidiary (other than the Co-Issuer) is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 or under one or more clauses of the definition of Permitted Investments, as determined by the Issuer. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Parent may designate any Restricted Subsidiary (other than the Issuer or any successor to the Issuer) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value Fair Market Value of all outstanding Investments owned by the Issuer Parent and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 4.07 or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerParent. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer Parent may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Except for during a Suspension Period, the Board of Directors of the Issuer Company may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerCompany. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer Company may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Company may designate any Restricted Subsidiary to be an Unrestricted Subsidiary and any Unrestricted Subsidiary to be a Restricted Subsidiary, in each case, if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its the Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 4.04 or under one or more clauses of the definition of “Permitted InvestmentsInvestment”, as determined by the IssuerCompany. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 or under one or more clauses of the definition of Permitted Investments, as determined by the Issuer. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of any New Parent or the Issuer Company, whichever entity is then the ultimate parent company, may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value Fair Market Value of all outstanding Investments owned by such New Parent, the Issuer Company and its their Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 4.13(a) hereof or under one or more clauses of the definition of “Permitted Investments, ,” as determined by such New Parent or the IssuerCompany, as the case may be. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an “Unrestricted Subsidiary. The Board of Directors .” As of the Issuer may redesignate any Unrestricted Subsidiary to Issue Date, all Subsidiaries of the Company will be a Restricted Subsidiary if that redesignation would not cause a DefaultSubsidiaries.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board board of Directors directors of the Issuer Amkor may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that so long as such designation would not cause a DefaultDefault or Event of Default hereunder; provided, that Amkor delivers notice of any such designation to the Agent at least five days prior to the effective date of such designation. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Amkor and its Restricted Subsidiaries in the Subsidiary so designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the such designation and will reduce the amount available for Restricted Payments under Section 3.3 10.2.2(a)(iii) or under one or more clauses of the definition of Permitted Investments, as determined by applicable. All such outstanding Investments will be valued at their fair market value at the Issuertime of such designation. That designation will only be permitted if the Investment such Restricted Payment would be permitted at that time and if the such Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board board of Directors directors of the Issuer Amkor may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default or Event of Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Company may designate any Restricted Subsidiary of the Company to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries in the Subsidiary properly designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will shall be deemed to be an Investment made as of the time of the designation and will shall reduce the amount available for Restricted Payments under Section 3.3 4.07(a) hereof or under one or more clauses of the definition of Permitted Investments, as determined by the Issuer. That designation will shall only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. In addition, no such designation may be made unless the proposed Unrestricted Subsidiary does not own any Capital Stock in any Restricted Subsidiary that is not simultaneously subject to designation as an Unrestricted Subsidiary. The Board of Directors of the Issuer Xxxxxxxxx may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Company may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default; provided that in no event will the material businesses currently operated by Xxxxxxxx Production Holdings LLC or Xxxxxxxx Gas Pipeline Company LLC be transferred to or held by an Unrestricted Subsidiary. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries in the Subsidiary properly designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under any applicable provision of Section 3.3 3.03 or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerCompany. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer Company may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board board of Directors directors of the Issuer Amkor may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that so long as such designation would not cause a DefaultDefault or Event of Default hereunder; provided that Amkor delivers notice of any such designation to the Agent at least five days prior to the effective date of such designation. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Amkor and its Restricted Subsidiaries in the Subsidiary so designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the such designation and will reduce the amount available for Restricted Payments under Section 3.3 10.2.2 or under one or more clauses of the definition of Permitted Investments, as determined by applicable. All such outstanding Investments will be valued at their fair market value at the Issuertime of such designation. That designation will only be permitted if the Investment such Restricted Payment would be permitted at that time and if the such Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board board of Directors directors of the Issuer Amkor may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default or Event of Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Restricted Parent Guarantor may designate any Restricted Subsidiary (other than the Issuer) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Restricted Parent Guarantor and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerRestricted Parent Guarantor. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer Restricted Parent Guarantor may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Partnership may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Partnership and its Restricted Subsidiaries in the Restricted Subsidiary so designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the such designation and will reduce the amount available for Restricted Payments under clause (d) of the first paragraph of Section 3.3 4.07 hereof or reduce the amount available for future Investments under one or more applicable clauses of the definition of “Permitted Investments, ,” as determined by the IssuerPartnership shall determine. That The designation will of any such Restricted Subsidiary as an Unrestricted Subsidiary shall only be permitted if the Investment such Restricted Payment would be permitted at that time and if the such Restricted Subsidiary otherwise meets the definition of an “Unrestricted Subsidiary” set forth in Section 1.01 hereof. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Company may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default; provided that in no event will the businesses operated by the Company on the date of this Indenture be transferred to or held by an Unrestricted Subsidiary. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries in the Subsidiary properly designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 3.05(a) or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerCompany. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer Company may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Company may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries (except to the extent repaid in cash) in the Subsidiary so designated as an Unrestricted Subsidiary shall be deemed to be Restricted Payments at the time of such designation (to the extent not designated a Permitted Investment) and shall reduce the amount available for Restricted Payments under the first paragraph of Section 1009. All such outstanding Investments shall be valued at their fair market value at the time of such designation, as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerCompany. That designation will shall only be permitted if the Investment such Restricted Payment would be permitted at that time and if the such Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer Company may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Defaultan Event of Default under clause (1), (2), (5) or (6) of Section 6.1(a). If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 or under one or more clauses of the definition of “Permitted Investments, Investment,” as determined by the Issuer. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation redesigntion would not cause a Defaultan Event of Default under clause (1), (2), (5) or (6) of Section 6.1(a).

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries in the Subsidiary so designated shall be deemed to be an Investment made as an Unrestricted Subsidiary (of the time of such designation and shall reduce the amount available for Restricted Payments under Section 4.07(a) hereof or Permitted Investments, as determined in good faith by the Board of Directors of the Issuer) will Company. All such outstanding Investments shall be deemed to be an Investment made as of valued at their fair market value at the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 or under one or more clauses of the definition of Permitted Investments, as determined by the Issuersuch designation. That designation will shall only be permitted if the such Restricted Payment or Investment would be permitted at that time and if the such Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Company may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Re- stricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under as described in Section 3.3 herein or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerCompany. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer Company may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation redesig- nation would not cause a Default.. Any designation of a Subsidiary of the Company as an Unrestricted Subsidiary will be evidenced to the Trustee by filing with the Trustee an Officer’s Certificate certifying that such designation complies with the preced- ing conditions and was permitted by Section 3.3

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if no Default has occurred and is continuing at the time of the designation and if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries in the Subsidiary properly designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 4.07(a) or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerCompany. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. In addition, no such designation may be made unless the proposed Unrestricted Subsidiary does not own any Capital Stock in any Restricted Subsidiary that is not simultaneously subject to designation as an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Company may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default; provided that in no event shall CNMK Holding, Inc. or Cinemark USA, Inc. be designated as or owned by an Unrestricted Subsidiary. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries in the Subsidiary properly designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will shall be deemed to be an Investment made as of the time of the designation and will shall reduce the amount available for Restricted Payments under the first paragraph of Section 3.3 4.07 or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerCompany. That designation will shall only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer Company may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Solectron may designate any Restricted Subsidiary other than Financeco to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value (as determined by the Board of Directors) of all outstanding Investments owned by the Issuer Solectron and its Restricted Subsidiaries in the Subsidiary properly designated as an (and any Investments made in such Unrestricted Subsidiary (as determined in good faith by after the Board date of Directors of the Issuerdesignation) will be deemed to be an Investment Investments made as of the time of the designation (or the date of such Investment, as the case may be) and will reduce the amount available for Restricted Payments under Section 3.3 4.9(a) or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerSolectron or Financeco. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer Solectron may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The 11.1 Subject to Clause 29.15 of the Facilities Agreement, the Board of Directors of the Issuer Company may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value Fair Market Value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 Clause 2 (Restricted Payments) or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerCompany. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer Company may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary (including any newly acquired or newly formed Restricted Subsidiary) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value Fair Market Value of all outstanding Investments owned by the Issuer and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 4.04 or under one or more clauses of the definition of Permitted Investments, as determined by the Issuer. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default; provided that in no event shall the businesses currently operated by ROC, RGM, RGMC and RBH be transferred to or held by an Unrestricted Subsidiary, and provided, further that following any conversion of an Unrestricted Subsidiary that owns a Gaming Project to a Restricted Subsidiary pursuant to Section 4.16 hereof, in no event shall such Subsidiary or the Gaming Project operated by such Subsidiary be converted into, transferred to or held by an Unrestricted Subsidiary. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries in the Subsidiary properly designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will shall be deemed to be an Investment made as of the time of the designation and will shall reduce the amount available for Restricted Payments under Section 3.3 4.07(a) or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerCompany. That designation will shall only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) Any Subsidiary not designated as an Unrestricted Subsidiary in accordance with Section 10.14 shall be a Restricted Subsidiary. The Board of Directors of the Issuer may designate any Restricted Subsidiary to be as an Unrestricted Subsidiary if the requirements set forth in the definition of "Unrestricted Subsidiary" are satisfied and if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries in the Subsidiary so designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the such designation and will reduce the amount available for Restricted Payments under Section 3.3 or under one or more clauses of the definition of Permitted Investments, as determined by the Issuer10.7(a)(3). That designation will only be permitted if the Investment such Restricted Payment would be permitted at that time and if the such Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the requirements set forth in the definition of "Unrestricted Subsidiary" are satisfied and if the redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Company may designate any Restricted Subsidiary of the Company to be an Unrestricted Subsidiary if that designation would not cause a Default or an Event of Default. If a Restricted Subsidiary of the Company is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries in the Subsidiary so designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the such designation and will either reduce the amount available for Restricted Payments under the first paragraph of Section 3.3 4.06 in this Indenture or reduce the amount available for future Investments under one or more clauses of the definition of Permitted Investments, if applicable, as determined by the IssuerCompany shall determine. That designation will only be permitted if the such Investment would be permitted at that time and if the such Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any an Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default or an Event of Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Company’s Board of Directors of the Issuer may designate any of its Restricted Subsidiary Subsidiaries to be an Unrestricted Subsidiary if that designation would not cause a Default. If a any of the Company’s Restricted Subsidiary Subsidiaries is designated as an Unrestricted Subsidiary, the aggregate fair market value Fair Market Value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries in the Subsidiary newly designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will shall be deemed to be an Investment made as of the time of the that designation and will reduce the amount available for Restricted Payments under Section 3.3 4.10(a) or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerCompany. That The designation of such a Subsidiary or Person as an Unrestricted Subsidiary will only be permitted only if the deemed Investment would be permitted at that the time and if the Restricted Subsidiary is designated as an Unrestricted Subsidiary and, in any case, if that Subsidiary or Person otherwise meets satisfies the requirements set forth in the definition of an Unrestricted Subsidiary. The Company’s Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Defaultdefault.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a an Event of Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Corporation and its Restricted Subsidiaries in the Subsidiary so designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will shall be deemed to be an Investment made as of the time of the such designation and will shall either reduce the amount available for Restricted Payments under the first paragraph of Section 3.3 3.9 hereof or reduce the amount available for future Investments under one or more clauses of the definition of Permitted Investments, as determined by the IssuerCorporation shall determine. That designation will shall only be permitted if the such Investment would be permitted at that time and if the such Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a DefaultDefault or an Event of Default (assuming that any Liens or Indebtedness of such Unrestricted Subsidiary are deemed to be incurred immediately upon such redesignation).

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary of the Issuer to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary of the Issuer is designated as an Unrestricted Subsidiary, the aggregate fair market value Fair Market Value of all outstanding Investments owned by the Issuer and its Restricted Subsidiaries in the Subsidiary properly designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be either an Investment made as of the time of the designation and that will reduce the amount available for Restricted Payments under Section 3.3 4.07(a) hereof or represent Permitted Investments under one or more clauses of the definition of Permitted Investments, Investments as determined by the Issuer. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary so designated otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Company’s Board of Directors of the Issuer may designate any of its Restricted Subsidiary Subsidiaries to be an Unrestricted Subsidiary if that designation would not cause a Default. If a any of the Company’s Restricted Subsidiary Subsidiaries is designated as an Unrestricted Subsidiary, the aggregate fair market value Fair Market Value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries in the Subsidiary newly designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will shall be deemed to be an Investment made as of the time of the that designation and will reduce the amount available for Restricted Payments under Section 3.3 4.10(a) or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerCompany. That The designation of such a Subsidiary or Person as an Unrestricted Subsidiary will only be permitted only if the deemed Investment would be permitted at that the time and if the Restricted Subsidiary is designated as an Unrestricted Subsidiary and, in any case, if that Subsidiary or Person otherwise meets satisfies the requirements set forth in the definition of an Unrestricted Subsidiary. The Company’s Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Parent may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default, provided that in no event shall the business operated on the Issue Date by any of the Parent, Xxxxx Agri, Bols Sp. z o.o., and Przedsiebiorstwo „Polmos” Bialystok S.A. be transferred to or held by an Unrestricted Subsidiary. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value Fair Market Value of all outstanding Investments owned by the Issuer Parent and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will shall be deemed to be an Investment made as of the time of the designation and will shall reduce the amount available for Restricted Payments under Section 3.3 4.4 (Limitation on Restricted Payments) or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerParent; provided that this restriction shall not apply if the subsidiary has less than $1,000 of total assets. That designation will shall only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer Parent may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Borrower may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that so long as such designation would not cause a DefaultDefault or Event of Default hereunder. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Borrower and its Restricted Subsidiaries in the Subsidiary so designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the such designation and will reduce the amount available for Restricted Payments under Section 3.3 5.5(a) (Restricted Payments) or under one or more clauses of the definition of Permitted Investments, as determined by applicable. All such outstanding Investments will be valued at their fair market value at the Issuertime of such designation. That designation will only be permitted if the Investment such Restricted Payment would be permitted at that time and if the such Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any SECOND LIEN CREDIT AGREEMENT AMKOR TECHNOLOGY, INC. Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default or Event of Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary (other than, so long as the Junior Priority Notes remain outstanding, 1839688 Alberta ULC) to be an Unrestricted Subsidiary if that designation des- ignation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate ag- gregate fair market value of all outstanding Investments owned by the Issuer and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 or under one or more clauses of the definition of Permitted Investments, as determined by the Issuer. That designation will only be permitted per- mitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition defini- tion of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary Subsidi- ary to be a Restricted Subsidiary if that redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default; PROVIDED that in no event will a Key Project Asset be transferred to an Unrestricted Subsidiary. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value Fair Market Value of all outstanding Investments owned by the Issuer Premier and its Restricted Subsidiaries in the Restricted Subsidiary so designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 4.07 hereof or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerPremier. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Par Borrower may designate any Restricted Subsidiary of the Par Borrower to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary of the Par Borrower is designated as an Unrestricted Subsidiary, the aggregate fair market value Fair Market Value of all outstanding Investments owned by the Issuer Borrowers and its the Restricted Subsidiaries in the Subsidiary properly designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be either an Investment made as of the time of the designation and that will reduce the amount available for Restricted Payments under Section 3.3 7.05(a) hereof or under one or more clauses of the definition of represent a Permitted InvestmentsInvestment, as determined by the IssuerPar Borrower. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary so designated otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that no Default or Event of Default would occur or be continuing immediately after such designation would not cause a Defaultand taking into effect the designation. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries in the Subsidiary so designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will shall be deemed to be an Investment made as of the time of the such designation and will shall reduce the amount available for Restricted Payments under the first paragraph of Section 3.3 4.07 hereof or under one or more clauses of the definition of Permitted Investments, as determined by applicable. All such outstanding Investments shall be valued at their fair market value at the Issuertime of such designation. That designation will shall only be permitted if the Investment such Restricted Payment would be permitted at that time and if the such Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a DefaultDefault or Event of Default as a result of such designation.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Borrower may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value Fair Market Value of all outstanding Investments owned by the Issuer Borrower and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 the covenant set forth under “—Part II (General Undertakings and Mandatory Offers)—Restricted Payments” or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerBorrower. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer Borrower may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries in the Subsidiary properly designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will shall be deemed to be an Investment made as of the time of the designation and will shall reduce the amount available for Restricted Payments under the first paragraph of Section 3.3 or under one or more clauses 4.07 hereof or, if eligible, Permitted Investments that are permitted by clause (8) of the definition of "Permitted Investments, ," as determined by the IssuerCompany. That designation will shall only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default or an Event of Default, PROVIDED that in no event shall the business currently operated by Sanitec be transferred to or held by an Unrestricted Subsidiary. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer and its Restricted Subsidiaries in the Subsidiary properly designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will shall be deemed to be an Investment made as of the time of the designation and will shall reduce the amount available for Restricted Payments under the first paragraph of Section 3.3 4.09 or under one or more clauses of the definition of Permitted Investments, as determined by the Issuer. That designation will shall only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Issuer's Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default or an Event of Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Holdings may designate any Restricted Subsidiary of the Issuer to be an Unrestricted Subsidiary if that no Default or Event of Default would be in existence following such designation would not cause a Defaultand subject to the requirements set forth in the definition of “Unrestricted Subsidiary”. If a Restricted Subsidiary of the Issuer is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Holdings and its Restricted Subsidiaries in the Subsidiary of the Issuer designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerHoldings. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary of the Issuer otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary of the Issuer to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is properly designated as an Unrestricted Subsidiary, the aggregate fair market value Fair Market Value of all outstanding Investments owned by the Issuer and its Restricted Subsidiaries in the Subsidiary properly designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 4.07 or under one or more clauses of the definition of Permitted Investments, as determined by the Issuer. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary to be an Unrestricted Subsidiary (other than the Co-Issuer) if that designation would not cause a Default. If a Restricted Subsidiary (other than the Co-Issuer) is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 or under one or more clauses of the definition of Permitted InvestmentsInvestment, as determined by the Issuer. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Company may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries (except to the extent repaid in cash) in the Subsidiary so designated as an Unrestricted Subsidiary shall be deemed to be Restricted Payments made at the time of such designation (to the extent not designated a Permitted Investment) and shall reduce the amount available for Restricted Payments under the first paragraph of Section 1009. All such outstanding Investments shall be valued at their fair market value at the time of such designation, as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerDirectors. That designation will shall only be permitted if the Investment such Restricted Payment would be permitted at that time and if the such Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer Company may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer TWI may designate any Restricted Subsidiary to be of TWI (other than the Companies) or of the Companies as an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by TWI, the Issuer Companies and its their respective Restricted Subsidiaries in the Subsidiary properly designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 or under one or more clauses clause (iii)(C) of the definition first paragraph of Section 4.10 hereof or will reduce the amount available for certain Permitted Investments, as determined by the IssuerTWI. That designation will only be permitted if the such Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer TWI may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary only if that the redesignation would not cause a Default.Default or Event of Default and to the extent that such Subsidiary:

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a DefaultDefault and the conditions set forth in the definition of "Unrestricted Subsidiary" are met. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries (except to the extent repaid in cash) in the Subsidiary so designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of Restricted Payments at the time of such designation (to the designation extent not designated a Permitted Investment) and will reduce the amount available for Restricted Payments under the first paragraph of Section 3.3 or under one or more clauses 4.07 hereof. All such outstanding Investments will be valued at their fair market value at the time of the definition of Permitted Investmentssuch designation, as determined in good faith by the IssuerBoard of Directors. That designation will only be permitted if the Investment such Restricted Payment would be permitted at that time and if the such Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer UAH may designate any Restricted Subsidiary of UAH (other than the Company) to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value Fair Market Value of all outstanding Investments owned by the Issuer UAH, and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 or under one or more clauses of the definition of Permitted Investments, as determined by the Issuerdesignation. That designation will only be permitted only if the Investment would be permitted at that time under Section 4.06 and if the Restricted Subsidiary otherwise meets the definition of an “Unrestricted Subsidiary.” Any designation of a Subsidiary of UAH as an Unrestricted Subsidiary will be evidenced to the Trustee by filing with the Trustee a certified copy of a resolution of the Board of Directors giving effect to such designation and an Officers’ Certificate certifying that such designation complied with the preceding conditions. The Board of Directors of the Issuer UAH may redesignate at any time designate any Unrestricted Subsidiary to be a Restricted Subsidiary if of UAH; provided that redesignation no Default would not cause a Defaultbe in existence following such designation.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default or Event of Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value Fair Market Value of all outstanding Investments owned by the Issuer and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be either an Investment made as of the time of the designation and that will reduce the amount available for Restricted Payments under Section 3.3 4.07 hereof or a Permitted Investment under one or more clauses of the definition of “Permitted Investments, ,” as determined by the Issuer. That ; provided that any designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an “Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default.”

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that no Default or Event of Default would occur or be continuing immediately after such designation would not cause a Defaultand taking into effect the designation. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries in the Subsidiary so designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will shall be deemed to be an Investment made as of the time of the such designation and will shall reduce the amount available for Restricted Payments under the first paragraph of Section 3.3 1007 hereof or under one or more clauses of the definition of Permitted Investments, as determined by applicable. All such outstanding Investments shall be valued at their fair market value at the Issuertime of such designation. That designation will shall only be permitted if the Investment such Restricted Payment would be permitted at that time and if the such Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a DefaultDefault or Event of Default as a result of such designation.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Company may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries in the Subsidiary so designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment constituting a Restricted Payment made as of the time of such designation. All such outstanding Investments will be valued at the designation and will reduce the amount available for Restricted Payments under Section 3.3 or under one or more clauses fair market value of the definition Company’s proportionate interest in the net worth of Permitted Investments, as determined by such Subsidiary at the Issuertime of such designation calculated in accordance with GAAP. That designation will only be permitted if the Investment such Restricted Payment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiarytime. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default.Default and all Liens and Indebtedness of such Unrestricted Subsidiary outstanding immediately after such redesignation would, if incurred at such time, have been permitted to be incurred for all purposes of the Indenture. Neither the Company nor any Restricted Subsidiary shall at any time:

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default; PROVIDED that in no event will any Subsidiary that owns or operates the SS7 network be designated as an Unrestricted Subsidiary. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries in the Subsidiary properly designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under the first paragraph of Section 3.3 4.07 or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerCompany. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 or under one or more clauses of the definition of Permitted Investments, as determined by the Issuer. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) 14.1 The Board of Directors of the Issuer Parent may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a DefaultDefault or cause a Default to be continuing after such designation. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value Fair Market Value of all outstanding Investments owned by the Issuer Parent and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 paragraph 9 above or under one or more clauses paragraphs of the definition of Permitted Investments, as determined by the IssuerParent. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer Parent may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a DefaultDefault or cause a Default to be continuing after such redesignation.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Premier may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default; PROVIDED that in no event will a Key Project Asset be transferred to an Unrestricted Subsidiary. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value Fair Market Value of all outstanding Investments owned by the Issuer Premier and its Restricted Subsidiaries in the Restricted Subsidiary so designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 7.6 or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerPremier. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer Premier may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Each of the Existing Unrestricted Subsidiaries shall be an Unrestricted Subsidiary as of the date of this Indenture. Further, the Board of Directors of the Issuer may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries in the Subsidiary properly designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for constitute Restricted Payments Investments under Section 3.3 or under one or more clauses of the definition of 4.07(a) hereof or, if eligible, Permitted Investments, as determined by the IssuerCompany. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Company may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default or Event of Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries in the Subsidiary so designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the such designation and will reduce the amount available for Restricted Payments under Section 3.3 the first paragraph of SECTION 408 or under one or more clauses of the definition of Permitted Investments, as applicable. All such outstanding Investments will be valued at their fair market value at the time of such designation as determined by the IssuerBoard of Directors in good faith. That designation will only be permitted if the Investment such Restricted Payment would be permitted at that time and if the such Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default or Event of Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Borrower may designate any Restricted Subsidiary to be an Unrestricted Subsidiary if that designation would not cause a Default; provided that in no event will the material businesses currently operated by Xxxxxxxx Production Holdings LLC or Xxxxxxxx Gas Pipeline Company LLC be transferred to or held by an Unrestricted Subsidiary. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value Fair Market Value of all outstanding Investments owned by the Issuer Borrower and its Restricted Subsidiaries in the Subsidiary properly designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under any applicable provision of Section 3.3 5.03 or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerBorrower. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer Borrower may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer may designate any Restricted Subsidiary to be an Unrestricted Subsidiary or an Unrestricted Subsidiary Guarantor if that designation would not cause a Default or Event of Default. If a Restricted Subsidiary is designated as an Unrestricted SubsidiarySubsidiary or an Unrestricted Subsidiary Guarantor, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries in the Subsidiary properly designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under clause (a) of Section 3.3 4.07 or under one or more clauses of the definition of Permitted Investments, as determined by the IssuerCompany. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted SubsidiarySubsidiary or Unrestricted Subsidiary Guarantor. The Board of Directors of the Issuer may redesignate any Unrestricted Subsidiary or any Unrestricted Subsidiary Guarantor to be a Restricted Subsidiary if that the redesignation would not cause a Default.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer Parent Guarantor may designate any Restricted Subsidiary (other than the Company and other than as set forth in clause (b) below) to be an Unrestricted Subsidiary if provided that any such designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Parent Guarantor and its Restricted Subsidiaries in the Subsidiary designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section pursuant to SECTION 3.3 or under one or more clauses of the definition of Permitted Investments, as 109 determined by the IssuerParent Guarantor. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer Parent Guarantor may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if provided that any such redesignation would not cause a Default. Notwithstanding anything to the contrary contained herein, the Parent Guarantor may not designate the Company as an Unrestricted Subsidiary.

Designation of Restricted and Unrestricted Subsidiaries. (a) The Board of Directors of the Issuer General Partner may designate any Restricted Subsidiary, other than Finance and any Subsidiary deemed to be an Existing Subsidiary as provided in the definition of "Existing Subsidiaries," to be an Unrestricted Subsidiary if that designation would not cause a Default. If a Restricted Subsidiary is designated as an Unrestricted Subsidiary, the aggregate fair market value of all outstanding Investments owned by the Issuer Company and its Restricted Subsidiaries in the Subsidiary properly designated as an Unrestricted Subsidiary (as determined in good faith by the Board of Directors of the Issuer) will be deemed to be an Investment made as of the time of the designation and will reduce the amount available for Restricted Payments under Section 3.3 or under one or more clauses of the definition of Permitted Investments4.07(a) hereof, as determined by the IssuerCompany. That designation will only be permitted if the Investment would be permitted at that time and if the Restricted Subsidiary otherwise meets the definition of an Unrestricted Subsidiary. The Board of Directors of the Issuer General Partner may redesignate any Unrestricted Subsidiary to be a Restricted Subsidiary if that the redesignation would not cause a Default.