Common use of Financing Obligations Clause in Contracts

Financing Obligations. Incur, create, assume or permit to exist any Financing Obligations, or make or permit any amounts to be invested or held in financing transactions, except: (a) Financing Obligations existing on the date hereof and set forth in Annex 1 to this Schedule 4 and any Permitted Refinancing Obligations in respect of any such Financing Obligations; (b) Financing Obligations created hereunder and under the other Luxco Commodities Purchase Facility Documents; (c) unsecured intercompany Financing Obligations (i) of Tensar and its Subsidiaries to the extent permitted by Section 1.04(a) of this Schedule 4 and (ii) of Tensar Holdings and its Subsidiaries to the extent permitted by Section 1.04(l) of this Schedule 4, so long, in each case, as such Financing Obligations are subordinated to the Obligations pursuant to the Affiliate Subordination Agreement or such other subordination agreement as is reasonably acceptable to TCO and any interest of Luxco or any Guarantor thereunder is pledged to TCO pursuant to the Security Documents; (d) Financing Obligations secured by Liens permitted by Section 1.02(i) of this Schedule 4 (including Capital Lease Obligations and Synthetic Lease Obligations) in an aggregate stated amount not exceeding $4,000,000 at any time outstanding; (e) Financing Obligations of Tensar under (i) the Lease Agreement in an aggregate stated amount (excluding profit amount) not to exceed $147,000,000 and Financing Obligations of the US Guarantors under any Guarantees in respect of such Financing Obligations and any Permitted Refinancing Obligations in respect of any such Financing Obligations, (ii) under the Commodities Purchase Agreement in an aggregate stated amount (excluding profit amount) not to exceed $40,000,000 and Financing Obligations of the US Guarantors under any Guarantees in respect of such Financing Obligations and any Permitted Refinancing Obligations in respect of any such Financing Obligations, and (iii) the Second Lien Commodities Purchase Facility in aggregate stated amount (excluding profit amount) not to exceed $84,000,000 and Financing Obligations of the US Guarantors under any Guarantees in respect of such Financing Obligations and any Permitted Refinancing Obligations in respect of any such Financing Obligations; (f) Financing Obligations of any person that becomes a Subsidiary of Tensar after the date hereof; provided that (i) such Financing Obligations exist at the time such person becomes a Subsidiary and is not created in contemplation of or in connection with Schedule 4, Negative Covenants such person becoming a Subsidiary, (ii) immediately before and after such person becomes a Subsidiary, no Default or Event of Default shall have occurred and be continuing and (iii) the aggregate principal amount of Financing Obligations permitted by this Section 1.01(f) shall not exceed $4,000,000 at any time outstanding; (g) Financing Obligations under performance bonds or with respect to workers’ compensation claims, in each case incurred in the ordinary course of business; (h) Financing Obligations arising from the honoring by a bank or other financial institution of a check, draft or similar instrument inadvertently drawn against insufficient funds in the ordinary course of business; provided that such Financing Obligations are promptly covered by Tensar Holdings or any Subsidiary; (i) Financing Obligations of Tensar Holdings under the Tensar Holdings Commodities Purchase Facility and any Permitted Refinancing Obligations in respect of any such Financing Obligations, provided that any such Financing Obligations are subordinated to the Obligations of Tensar Holdings under the Commodities Purchase Facility Documents pursuant to the Tensar Holdings Subordination Agreement; (j) Guarantees made in the ordinary course of business by any US Guarantor of Financing Obligations otherwise permitted to be incurred by Tensar or any other US Guarantor under this Section 1.01, and (k) other unsecured Financing Obligations of Tensar Holdings or its Subsidiaries in an aggregate principal amount not exceeding $4,000,000 at any time outstanding.

Financing Obligations. Incur, create, assume or permit to exist any Financing Obligations, or make or permit any amounts to be invested or held in financing transactions, except: (a) Financing Obligations existing on the date hereof and set forth in Annex 1 to this Schedule 4 and any Permitted Refinancing Obligations in respect of any such Financing Obligations; (b) Financing Obligations created hereunder and under the other Luxco Tensar Holdings Commodities Purchase Facility Documents; (c) unsecured intercompany Financing Obligations (i) of Tensar and its Subsidiaries to the extent permitted by Section 1.04(a) of this Schedule 4 and (ii) of Tensar Holdings and its Subsidiaries to the extent permitted by Section 1.04(l1.04(1) of this Schedule 4, so long, in each case, as such Financing Obligations are subordinated to the Obligations pursuant to the an Affiliate Subordination Agreement or such other subordination agreement as is reasonably acceptable to TCO and any interest of Luxco or any Guarantor thereunder is pledged to TCO pursuant to the Security DocumentsAgreement; (d) Financing Obligations secured by Liens permitted by Section 1.02(i) of this Schedule 4 (including Capital Lease Obligations and Synthetic Lease Obligations) in an aggregate stated amount not exceeding $4,000,000 2,500,000 at any time outstanding; (e) Financing Obligations of Tensar under (i) the Lease Agreement and the Commodities Purchase Facility in an aggregate stated amount (excluding profit amount) not to exceed $147,000,000 182,000,000 less the amount of any permanent reductions in the amount of the Lease or Commodities Purchase Facility and Financing Obligations of the US Guarantors under any Guarantees in respect of such Financing Obligations and any Permitted Refinancing Obligations in respect of any such Financing Obligations, (ii) under the Commodities Purchase Agreement in an aggregate stated amount (excluding profit amount) not to exceed $40,000,000 and Financing Obligations of the US Guarantors under any Guarantees in respect of such Financing Obligations and any Permitted Refinancing Obligations in respect of any such Financing Obligations, and (iii) the Second Lien Commodities Purchase Facility in aggregate stated amount (excluding profit amount) not to exceed $84,000,000 less the amount of any permanent reductions in the amount of the Second Lien Commodities Purchase Facility and Financing Obligations of the US Guarantors under any Guarantees in respect of such Financing Obligations and any Permitted Refinancing Obligations in respect of any such Financing Obligations; (f) Financing Obligations of any person that becomes a Subsidiary of Tensar after the date hereof; provided that (i) such Financing Obligations exist at the time such person becomes a Subsidiary and is not created in contemplation of or in connection with Schedule 4, Negative Covenants such person becoming a Subsidiary, (ii) immediately before and after such person becomes a Subsidiary, no Default or Event of Default shall have occurred and be Schedule 4, Negative Covenants continuing and (iii) the aggregate principal amount of Financing Obligations permitted by this Section 1.01(f) shall not exceed $4,000,000 2,500,000 at any time outstanding; (g) Financing Obligations under performance bonds or with respect to workers’ compensation claims, in each case incurred in the ordinary course of business; (h) Financing Obligations arising from the honoring by a bank or other financial institution of a check, draft or similar instrument inadvertently drawn against insufficient funds in the ordinary course of business; provided that such Financing Obligations are promptly covered by Tensar Holdings or any Subsidiary; (i) Financing Obligations of Tensar Holdings under the Tensar Holdings Commodities Purchase Facility and any Permitted Refinancing Obligations in respect of any such Financing Obligations, provided that any such Financing Obligations are subordinated to the Obligations of Tensar Holdings under the Commodities Purchase Facility Documents pursuant to the Tensar Holdings Subordination Agreement[reserved]; (ji) Guarantees made in the ordinary course of business by any US Subsidiary Guarantor of Financing Obligations otherwise permitted to be incurred by Tensar or any other US Subsidiary Guarantor under this Section 1.01, ; and (k) other unsecured Financing Obligations of Tensar Holdings or its Subsidiaries in an aggregate principal amount not exceeding $4,000,000 at any time outstanding.

Financing Obligations. Incur, create, assume or permit to exist any Financing Obligations, or make or permit any amounts to be invested or held in financing transactions, except: (a) Financing Obligations existing on the date hereof and set forth in Annex 1 to this Schedule 4 and any Permitted Refinancing Obligations in respect of any such Financing Obligations; (b) Financing Obligations created hereunder and under the other Luxco Commodities Purchase Facility Lease Documents; (c) unsecured intercompany Financing Obligations (i) of Tensar and its Subsidiaries to the extent permitted by Section 1.04(a) of this Schedule 4 and (ii) of Tensar Holdings and its Subsidiaries to the extent permitted by Section 1.04(l1.04(1) of this Schedule 4, so long, in each case, as such Financing Obligations are subordinated to the Obligations pursuant to the an Affiliate Subordination Agreement or such other subordination agreement as is reasonably acceptable to TCO and any interest of Luxco Tensar or any Guarantor thereunder is pledged to TCO pursuant to the Security DocumentsGuarantee and Collateral Agreement; (d) Financing Obligations secured by Liens permitted by Section 1.02(i) of this Schedule 4 (including Capital Lease Obligations and Synthetic Lease Obligations) in an aggregate stated amount not exceeding $4,000,000 2,500,000 at any time outstanding; (e) Financing Obligations of Tensar under (i) the Lease Agreement Commodities Purchase Facility in an aggregate stated amount (excluding profit amount) not to exceed $147,000,000 30,000,000 and Financing Obligations of the US Guarantors under any Guarantees in respect of such Financing Obligations and any Permitted Refinancing Obligations in respect of any such Financing Obligations, Obligations and (ii) under the Commodities Purchase Agreement in an aggregate stated amount (excluding profit amount) not to exceed $40,000,000 and Financing Obligations of the US Guarantors under any Guarantees in respect of such Financing Obligations and any Permitted Refinancing Obligations in respect of any such Financing Obligations, and (iii) the Second Lien Commodities Purchase Facility in aggregate stated amount (excluding profit amount) not to exceed $84,000,000 and Financing Obligations of the US Guarantors under any Guarantees in respect of such Financing Obligations and any Permitted Refinancing Obligations in respect of any such Financing Obligations; (f) Financing Obligations of any person that becomes a Subsidiary of Tensar after the date hereof; provided that (i) such Financing Obligations exist at the time such person becomes a Subsidiary and is not created in contemplation of or in connection with Schedule 4, Negative Covenants such person becoming a Subsidiary, (ii) immediately before and after such person becomes a Subsidiary, no Default or Event of Default shall have occurred and be continuing and (iii) the aggregate principal amount of Financing Obligations permitted by this Section 1.01(f) shall not exceed $4,000,000 2,500,000 at any time outstanding; (g) Financing Obligations under performance bonds or with respect to workers’ compensation claims, in each case incurred in the ordinary course of business; (h) Financing Obligations arising from the honoring by a bank or other financial institution of a check, draft or similar instrument inadvertently drawn against insufficient funds in the ordinary course of business; provided that such Financing Obligations are promptly covered by Tensar Holdings or any Subsidiary; (i) Financing Obligations of Tensar Holdings under the Tensar Holdings Commodities Purchase Facility and any Permitted Refinancing Obligations in respect of any such Financing Obligations, provided that any such Financing Obligations are subordinated to the Obligations of Tensar Holdings under the Commodities Purchase Facility Lease Documents pursuant to the Tensar Holdings Subordination Agreement; (j) Guarantees made in the ordinary course of business by any US Subsidiary Guarantor of Financing Obligations otherwise permitted to be incurred by Tensar or any other US Subsidiary Guarantor under this Section 1.01, and (k) other unsecured Financing Obligations of Tensar Holdings or its Subsidiaries in an aggregate principal amount not exceeding $4,000,000 2,500,000 at any time outstanding.

Financing Obligations. Incur, create, assume or permit to exist any Financing Obligations, or make or permit any amounts to be invested or held in financing transactions, except: (a) Financing Obligations existing on the date hereof and set forth in Annex 1 to this Schedule 4 and any Permitted Refinancing Obligations in respect of any such Financing Obligations; (b) Financing Obligations created hereunder and under the other Luxco Second Lien Commodities Purchase Facility Documents; (c) unsecured intercompany Financing Obligations (i) of Tensar and its Subsidiaries to the extent permitted by Section 1.04(a) of this Schedule 4 and (ii) of Tensar Holdings and its Subsidiaries to the extent permitted by Section 1.04(l1.04(1) of this Schedule 4, so long, in each case, as such Financing Obligations are subordinated to the Obligations pursuant to the an Affiliate Subordination Agreement or such other subordination agreement as is reasonably acceptable to TCO and any interest of Luxco Tensar or any Guarantor thereunder is pledged to TCO pursuant to the Security DocumentsGuarantee and Collateral Agreement; (d) Financing Obligations secured by Liens permitted by Section 1.02(i) of this Schedule 4 (including Capital Lease Obligations and Synthetic Lease Obligations) in an aggregate stated amount not exceeding $4,000,000 2,500,000 at any time outstanding; (e) Financing Obligations of Tensar under (i) the Lease Agreement and the Commodities Purchase Facility in an aggregate stated amount (excluding profit amount) not to exceed $147,000,000 182,000,000 less the amount of any permanent reductions in the amount of the Lease or Commodities Purchase Facility and Financing Obligations of the US Guarantors under any Guarantees in respect of such Financing Obligations and any Permitted Refinancing Obligations in respect of any such Financing Obligations, (ii) under the Commodities Purchase Agreement in an aggregate stated amount (excluding profit amount) not to exceed $40,000,000 and Financing Obligations of the US Guarantors under any Guarantees in respect of such Financing Obligations and any Permitted Refinancing Obligations in respect of any such Financing Obligations, and (iii) the Second Lien Commodities Purchase Facility in aggregate stated amount (excluding profit amount) not to exceed $84,000,000 and Financing Obligations of the US Guarantors under any Guarantees in respect of such Financing Obligations and any Permitted Refinancing Obligations in respect of any such Financing Obligations; (f) Financing Obligations of any person that becomes a Subsidiary of Tensar after the date hereof; provided that (i) such Financing Obligations exist at the time such person becomes a Subsidiary and is not created in contemplation of or in connection with Schedule 4, Negative Covenants such person becoming a Subsidiary, (ii) immediately before and after such person becomes a Subsidiary, no Default or Event of Default shall have occurred and be continuing and (iii) the aggregate principal amount of Financing Obligations permitted by this Section 1.01(f) shall not exceed $4,000,000 2,500,000 at any time outstanding;; Schedule 4, Negative Covenants (g) Financing Obligations under performance bonds or with respect to workers’ compensation claims, in each case incurred in the ordinary course of business; (h) Financing Obligations arising from the honoring by a bank or other financial institution of a check, draft or similar instrument inadvertently drawn against insufficient funds in the ordinary course of business; provided that such Financing Obligations are promptly covered by Tensar Holdings or any Subsidiary; (i) Financing Obligations of Tensar Holdings under the Tensar Holdings Commodities Purchase Facility and any Permitted Refinancing Obligations in respect of any such Financing Obligations, provided that any such Financing Obligations are subordinated to the Obligations of Tensar Holdings under the Commodities Purchase Facility Documents pursuant to the Tensar Holdings Subordination Agreement; (j) Guarantees made in the ordinary course of business by any US Subsidiary Guarantor of Financing Obligations otherwise permitted to be incurred by Tensar or any other US Subsidiary Guarantor under this Section 1.01, and (k) other unsecured Financing Obligations of Tensar Holdings or its Subsidiaries in an aggregate principal amount not exceeding $4,000,000 2,500,000 at any time outstanding.

Financing Obligations. Incur, create, assume or permit to exist any Financing Obligations, or make or permit any amounts to be invested or held in financing transactions, except: (a) Financing Obligations existing on the date hereof and set forth in Annex 1 to this Schedule 4 and any Permitted Refinancing Obligations in respect of any such Financing Obligations; (b) Financing Obligations created hereunder and under the other Luxco Commodities Purchase Facility Documents; (c) unsecured intercompany Financing Obligations (i) of Tensar and its Subsidiaries to the extent permitted by Section 1.04(a) of this Schedule 4 and (ii) of Tensar Holdings and its Subsidiaries to the extent permitted by Section 1.04(l) of this Schedule 4, so long, in each case, as such Financing Obligations are subordinated to the Obligations pursuant to the an Affiliate Subordination Agreement or such other subordination agreement as is reasonably acceptable to TCO and any interest of Luxco Tensar or any Guarantor thereunder is pledged to TCO pursuant to the Security DocumentsGuarantee and Collateral Agreement; (d) Financing Obligations secured by Liens permitted by Section 1.02(i) of this Schedule 4 (including Capital Lease Obligations and Synthetic Lease Obligations) in an aggregate stated amount not exceeding $4,000,000 2,500,000 at any time outstanding; (e) Financing Obligations of Tensar under (i) the Lease Agreement in an aggregate stated amount (excluding profit amount) not to exceed $147,000,000 and Financing Obligations of the US Guarantors under any Guarantees in respect of such Financing Obligations and any Permitted Refinancing Obligations in respect of any such Financing Obligations, Obligations and (ii) under the Commodities Purchase Agreement in an aggregate stated amount (excluding profit amount) not to exceed $40,000,000 and Financing Obligations of the US Guarantors under any Guarantees in respect of such Financing Obligations and any Permitted Refinancing Obligations in respect of any such Financing Obligations, and (iii) the Second Lien Commodities Purchase Facility in aggregate stated amount (excluding profit amount) not to exceed $84,000,000 and Financing Obligations of the US Guarantors under any Guarantees in respect of such Financing Obligations and any Permitted Refinancing Obligations in respect of any such Financing Obligations; (f) Financing Obligations of any person that becomes a Subsidiary of Tensar after the date hereof; provided that (i) such Financing Obligations exist at the time such person becomes a Subsidiary and is not created in contemplation of or in connection with Schedule 4, Negative Covenants such person becoming a Subsidiary, (ii) immediately before and after such person becomes a Subsidiary, no Default or Event of Default shall have occurred and be Schedule 4, Negative Covenants continuing and (iii) the aggregate principal amount of Financing Obligations permitted by this Section 1.01(f) shall not exceed $4,000,000 2,500,000 at any time outstanding; (g) Financing Obligations under performance bonds or with respect to workers’ compensation claims, in each case incurred in the ordinary course of business; (h) Financing Obligations arising from the honoring by a bank or other financial institution of a check, draft or similar instrument inadvertently drawn against insufficient funds in the ordinary course of business; provided that such Financing Obligations are promptly covered by Tensar Holdings or any Subsidiary; (i) Financing Obligations of Tensar Holdings under the Tensar Holdings Commodities Purchase Facility and any Permitted Refinancing Obligations in respect of any such Financing Obligations, provided that any such Financing Obligations are subordinated to the Obligations of Tensar Holdings under the Commodities Purchase Facility Documents pursuant to the Tensar Holdings Subordination Agreement; (j) Guarantees made in the ordinary course of business by any US Subsidiary Guarantor of Financing Obligations otherwise permitted to be incurred by Tensar or any other US Subsidiary Guarantor under this Section 1.01, and (k) other unsecured Financing Obligations of Tensar Holdings or its Subsidiaries in an aggregate principal amount not exceeding $4,000,000 2,500,000 at any time outstanding.