Common use of Guarantees of Certain Indebtedness Clause in Contracts

Guarantees of Certain Indebtedness. (i) The Company shall not permit any Restricted Subsidiary that is not a Subsidiary Guarantor to incur, Guarantee or secure through the granting of Liens the payment of any Indebtedness of the Company or any other Restricted Subsidiary and (ii) the Company shall not and shall not permit any of its Restricted Subsidiaries to pledge any intercompany notes representing obligations of any of its Restricted Subsidiaries, to secure the payment of any Indebtedness of the Company or any other Restricted Subsidiary, in each case unless such Subsidiary, the Company and the Trustee execute and deliver a supplemental indenture, substantially in the form of Exhibit F hereto, evidencing such Subsidiary's Subsidiary Guarantee (providing for the unconditional Guarantee by such Restricted Subsidiary, on a senior subordinated basis, of the Notes). Notwithstanding the foregoing, any Subsidiary Guarantee issued pursuant to this Section 4.20 by any Restricted Subsidiary may provide by its terms that it shall be automatically and unconditionally released upon the release or discharge of the incurrence, Guarantee or grant of Lien which required the issuance of such Subsidiary Guarantee under this Section 4.20 (other than a release or discharge by or as a result of payment under such Guarantee); provided that such release shall be deemed to be an incurrence by such Restricted Subsidiary of all its outstanding Indebtedness and Liens and such release shall only be permitted if before and after giving pro forma effect to such release (i) all such Indebtedness and such Liens would be permitted to be incurred by such Restricted Subsidiary under this Indenture as of the time of such release and (ii) no Default or Event of Default shall have occurred and is continuing.

Guarantees of Certain Indebtedness. (i) The Company shall not permit any Restricted Subsidiary that is not a Subsidiary Guarantor of its Subsidiaries, directly or indirectly, to incurguarantee or otherwise become liable for, Guarantee or secure through the granting of Liens incur any Lien securing, the payment of any Indebtedness of the Company or any other Restricted Subsidiary and Guarantor (ii) other than Indebtedness not to exceed $2,000,000 in aggregate at any one time outstanding as to all of the Company shall not and shall not permit any of its Restricted Subsidiaries to pledge any intercompany notes representing obligations of any of its Restricted Company's Subsidiaries, to secure and other than Liens securing Indebtedness under the payment Credit Agreement consisting of any Indebtedness pledges of stock of the Company or any other Restricted Subsidiary, in each case Company's Subsidiaries) unless such Subsidiary, the Company and the Trustee execute and deliver a supplemental indenture, indenture substantially in the form of Exhibit F hereto, evidencing E hereto pursuant to which such Subsidiary becomes a Guarantor of the Securities and which evidences such Subsidiary's Subsidiary Guarantee (providing for of the unconditional Securities, such Guarantee by such Restricted Subsidiary, on to be a senior subordinated basis, unsecured obligation of such Subsidiary. Neither the Company nor any such Guarantor shall be required to make a notation on the Securities or its Guarantee to reflect any such subsequent Guarantee. Nothing in this Section 4.19 shall be construed to permit any Subsidiary of the Notes)Company to incur Indebtedness otherwise prohibited by Section 4.12. Notwithstanding any other provision of this Section 4.19, no Subsidiary of the foregoing, any Subsidiary Guarantee issued Company shall be required to execute and deliver a supplemental indenture pursuant to the first paragraph of this Section 4.20 by 4.19, or otherwise issue a Guarantee, for so long as any Restricted Subsidiary may provide by its terms that it Subordinated Note Agreements shall be automatically and unconditionally released upon the release or discharge of the incurrence, Guarantee or grant of Lien which required the issuance of such Subsidiary Guarantee under this Section 4.20 (other than a release or discharge by or as a result of payment under such Guarantee); provided that such release shall be deemed to be an incurrence by such Restricted Subsidiary of all its outstanding Indebtedness and Liens and such release shall only be permitted if before and after giving pro forma effect to such release (i) all such Indebtedness and such Liens would be permitted to be incurred by such Restricted Subsidiary under this Indenture as of the time of such release and (ii) no Default or Event of Default shall have occurred and is continuingremain outstanding.

Guarantees of Certain Indebtedness. (i) The Company Issuer shall not permit any of its domestic Restricted Subsidiary that is not a Subsidiary Guarantor Subsidiaries, directly or indirectly, to incur, Guarantee guarantee or secure through the granting of Liens the payment of any Indebtedness under the Senior Bank Financing or any refunding or refinancing thereof, in each case unless such Restricted Subsidiary, the Issuer and the Trustee execute and deliver a supplemental indenture evidencing such Restricted Subsidiary's Guarantee, such Guarantee to be a senior subordinated unsecured obligation of such Restricted Subsidiary. Neither the Issuer nor any such Guarantor shall be required to make a notation on the Notes or the Guarantees to reflect any such subsequent Guarantee. Nothing in this covenant shall be construed to permit any Restricted Subsidiary of the Company or any other Restricted Subsidiary and (ii) the Company shall not and Issuer to incur Indebtedness otherwise prohibited by Section 4.12. Caterair shall not permit any of its Restricted Subsidiaries to pledge any intercompany notes representing obligations of any of its Restricted domestic Subsidiaries, directly or indirectly, to incur, guarantee or secure through the granting of Liens the payment of any Indebtedness of under the Company Senior Bank Financing or any other Restricted Subsidiaryrefunding or refinancing thereof, in each case unless such Subsidiary, the Company Issuer and the Trustee execute and deliver a supplemental indenture, substantially in the form of Exhibit F hereto, indenture evidencing such Subsidiary's Subsidiary Guarantee, such Guarantee (providing for the unconditional Guarantee by such Restricted Subsidiary, on to be a senior subordinated basis, unsecured obligation of such Subsidiary. Neither the Notes)Issuer nor any such Guarantor shall be required to make a notation on the Notes or the Guarantees to reflect any such subsequent Guarantee. Notwithstanding the foregoing, Nothing in this covenant shall be construed to permit any Subsidiary Guarantee issued pursuant of Caterair to this incur Indebtedness otherwise prohibited by Section 4.20 by any Restricted Subsidiary may provide by its terms that it shall be automatically and unconditionally released upon the release or discharge of the incurrence, Guarantee or grant of Lien which required the issuance of such Subsidiary Guarantee under this Section 4.20 (other than a release or discharge by or as a result of payment under such Guarantee); provided that such release shall be deemed to be an incurrence by such Restricted Subsidiary of all its outstanding Indebtedness and Liens and such release shall only be permitted if before and after giving pro forma effect to such release (i) all such Indebtedness and such Liens would be permitted to be incurred by such Restricted Subsidiary under this Indenture as of the time of such release and (ii) no Default or Event of Default shall have occurred and is continuing.4.12. 83 -74-

Guarantees of Certain Indebtedness. (i) The Company shall will not permit any of the Restricted Subsidiary that is not a Subsidiary Guarantor Subsidiaries (other than the Guarantors) to (a) incur, Guarantee guarantee or secure through the granting of Liens the payment of any Indebtedness of the Company or any other Restricted Subsidiary and Subsidiary), (iib) the Company shall not and shall not permit any of its Restricted Subsidiaries to pledge any intercompany notes representing obligations of any of its the Restricted Subsidiaries, Subsidiaries to secure the payment of any Indebtedness of the Company or (c) subject to the succeeding paragraph of this Section 4.17, incur or guarantee any other Restricted SubsidiaryIndebtedness under Section 4.10 or under clause (i) of the definition of Permitted Indebtedness, in each case unless such Restricted Subsidiary, the Company and the Trustee execute and deliver a supplemental indenture, substantially in the form of Exhibit F hereto, indenture evidencing such Restricted Subsidiary's ’s Guarantee of the Notes pursuant to Article 10 of this Indenture. Thereafter, such Restricted Subsidiary Guarantee shall be a Guarantor for all purposes of this Indenture. Notwithstanding anything in clause (providing for c) of the unconditional Guarantee first sentence of this Section 4.17 to the contrary, any Restricted Subsidiary which is organized in a jurisdiction other than the United States of America, any state thereof or the District of Columbia may incur or guarantee Indebtedness under Section 4.10 or under clause (i) of the definition of Permitted Indebtedness without executing and delivering a supplemental indenture evidencing such Restricted Subsidiary’s guarantee of the Notes pursuant to Article 10 of this Indenture, provided that all such Indebtedness so incurred or guaranteed by such Restricted Subsidiary, on a senior subordinated basis, Subsidiaries which have not executed and delivered such supplemental indentures shall not exceed $50 million in principal amount outstanding at any time. Nothing in the preceding sentence shall restrict in any manner the ability of the Notes). Notwithstanding the foregoing, any Subsidiary Guarantee issued pursuant to this Section 4.20 by any Restricted Subsidiary may provide by its terms that it shall be automatically and unconditionally released upon referred to in the release preceding sentence from incurring or discharge guaranteeing Indebtedness otherwise permitted under any other provision of the incurrence, Guarantee or grant of Lien which required the issuance of such Subsidiary Guarantee under this Section 4.20 (other than a release or discharge by or as a result of payment under such Guarantee); provided that such release shall be deemed to be an incurrence by such Restricted Subsidiary of all its outstanding Indebtedness and Liens and such release shall only be permitted if before and after giving pro forma effect to such release (i) all such Indebtedness and such Liens would be permitted to be incurred by such Restricted Subsidiary under this Indenture as of the time of such release and (ii) no Default or Event of Default shall have occurred and is continuingIndenture.”

Guarantees of Certain Indebtedness. (i) The Company shall will not permit any of the Restricted Subsidiary that is not a Subsidiary Guarantor Subsidiaries (other than the Guarantors) to (a) incur, Guarantee guarantee or secure through the granting of Liens the payment of any Indebtedness of the Company or any other Restricted Subsidiary and Subsidiary), (iib) the Company shall not and shall not permit any of its Restricted Subsidiaries to pledge any intercompany notes representing obligations of any of its the Restricted Subsidiaries, Subsidiaries to secure the payment of any Indebtedness of the Company or (c) subject to the succeeding paragraph of this Section 4.17, incur or guarantee any other Restricted SubsidiaryIndebtedness under Section 4.10 or under clause (i) of the definition of Permitted Indebtedness, in each case unless such Restricted Subsidiary, the Company and the Trustee execute and deliver a supplemental indenture, substantially in the form of Exhibit F hereto, indenture evidencing such Restricted Subsidiary's ’s Guarantee of the Notes pursuant to Article 10 of this Indenture. Thereafter, such Restricted Subsidiary Guarantee shall be a Guarantor for all purposes of this Indenture. Notwithstanding anything in clause (providing for c) of the unconditional Guarantee first sentence of this Section 4.17 to the contrary, any Restricted Subsidiary which is organized in a jurisdiction other than the United States of America, any state thereof or the District of Columbia may incur or guarantee Indebtedness under Section 4.10 or under clause (i) of the definition of Permitted Indebtedness without executing and delivering a supplemental indenture evidencing such Restricted Subsidiary’s guarantee of the Notes pursuant to Article 10 of this Indenture, provided that all such Indebtedness so incurred or guaranteed by such Restricted Subsidiary, on a senior subordinated basis, Subsidiaries which have not executed and delivered such supplemental indentures shall not exceed $50 million in principal amount outstanding at any time. Nothing in the preceding sentence shall restrict in any manner the ability of the Notes). Notwithstanding the foregoing, any Subsidiary Guarantee issued pursuant to this Section 4.20 by any Restricted Subsidiary may provide by its terms that it shall be automatically and unconditionally released upon referred to in the release preceding sentence from incurring or discharge guaranteeing Indebtedness otherwise permitted under any other provision of the incurrence, Guarantee or grant of Lien which required the issuance of such Subsidiary Guarantee under this Section 4.20 (other than a release or discharge by or as a result of payment under such Guarantee); provided that such release shall be deemed to be an incurrence by such Restricted Subsidiary of all its outstanding Indebtedness and Liens and such release shall only be permitted if before and after giving pro forma effect to such release (i) all such Indebtedness and such Liens would be permitted to be incurred by such Restricted Subsidiary under this Indenture as of the time of such release and (ii) no Default or Event of Default shall have occurred and is continuingIndenture.