Common use of Investments and Guaranty Obligations Clause in Contracts

Investments and Guaranty Obligations. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) to the extent not permitted by any of the other subparts in this Section, Investments existing as of the Closing Date and described in Schedule 7.05; (d) any Guaranty Obligations of the Borrower or any Subsidiary in favor of the Administrative Agent, each LC Issuer, the Lenders and/or the Designated Hedge Creditors pursuant to the Loan Documents; (e) Investments in Interest Rate Protection Agreements; (f) Investments (i) of the Borrower or any of its Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date, (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (iv) Investments of any Foreign Subsidiary in any other Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (h) intercompany loans permitted by Section 7.04(c); (i) the Acquisitions permitted by Section 7.02; (j) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and (l) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such Investments.

Investments and Guaranty Obligations. The Borrower Each of Holdings and the Company will not, and will not permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by Holdings or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Company and its Subsidiaries may acquire and hold receivables and similar items owing to them in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not exceed $5,000,000 at any time; (f) to the extent not permitted by any of the other subparts in this Section, Investments existing as of the Closing Date and described in on Schedule 7.05; (dg) any Guaranty Obligations of the Borrower Holdings or any Subsidiary of its Subsidiaries in favor of the Administrative Collateral Agent, the Agents, each LC Issuer, Issuer and the Lenders and/or the and any other Benefited Creditors under any Designated Hedge Creditors Agreements or Designated Bank Product Agreements pursuant to the Loan Documents; (eh) Investments the Indebtedness of the Receivables Subsidiary to the Company or AGSC and Indebtedness of AGSC to the Company in Interest Rate Protection Agreementsconnection with the Permitted Receivables Facility in accordance with the Receivables Facility Documents; (fi) Permitted Subordinated Indebtedness of the Company to AGSC in connection with the Permitted Receivables Facility in accordance with the Receivables Facility Documents; (j) Investments of the Company and its Subsidiaries in Hedge Agreements permitted to be entered into pursuant to this Agreement; (k) Investments (i) of the Borrower Holdings or any of its Subsidiaries in any Subsidiary existing which Investment exists as of the Closing Date, (ii) of the Borrower Company in any Domestic Credit Party made after the Closing DateParty, (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than Holdings and the BorrowerCompany), (iv) made after of any Domestic Subsidiary that is not a Domestic Credit Party in any other Domestic Subsidiary (other than Holdings and the Closing DateCompany), or (ivv) constituting Permitted Foreign Subsidiary Loans and Investments; (l) Investments (i) of any Foreign Subsidiary in any other Subsidiary of the Borrower; Company existing as of the Closing Date, (gii) Permitted of any Foreign Subsidiary Investments; (hother than a Canadian Credit Party) intercompany loans permitted by Section 7.04(cin any other Subsidiary of the Company (other than the Receivables Subsidiary), or (iii) of any Canadian Credit Party in any Domestic Credit Party (other than Holdings and the Company); (im) intercompany loans and advances permitted by Section 7.04(h); (n) the Acquisitions permitted by Section 7.02; (jo) Investments constituting Restricted Payments permitted by Section 7.06; (p) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and (lq) other Investments by the Borrower Company or any Subsidiary of the Borrower Company (other than the Receivables Subsidiary) in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,00050,000,000, taking into account the repayment of any loans or advances comprising such Investments; (r) the non-cash portion of consideration received in connection with transactions permitted pursuant to Section 7.02(f) and Section 7.02(h); and (s) Guaranty Obligations constituting Indebtedness that is permitted under Section 7.04 (other than pursuant to clause (j) thereof).

Investments and Guaranty Obligations. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, (i1) make or commit to make any Investment or (ii2) be or become obligated under any Guaranty Obligations, except: (a) Investments the Borrower or any of its Subsidiaries may invest in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Borrower and its Subsidiaries may acquire and hold receivables owing to them in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) investments acquired by the Borrower or any of its Subsidiaries (i) in exchange for any other investment held by the Borrower or any such Subsidiary in connection with or as a result of a bankruptcy, workout, reorganization or recapitalization of the issuer of such other investment, or (ii) as a result of a foreclosure by the Borrower or any of its Subsidiaries with respect to any secured investment or other transfer of title with respect to any secured investment in default; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business; (f) to the extent not permitted by any of the other subparts in this Sectionforegoing clauses, Investments existing as of the Closing Date and described in on Schedule 7.05; (d) any Guaranty Obligations of the Borrower or any Subsidiary in favor of the Administrative Agent, each LC Issuer, the Lenders and/or the Designated Hedge Creditors pursuant to the Loan Documents; (e) Investments in Interest Rate Protection Agreements; (f) Investments (i) of the Borrower or any of its Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date, (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (iv) Investments of any Foreign Subsidiary in any other Subsidiary of the Borrower9.5 hereto; (g) Permitted Foreign Subsidiary Investmentsany Guaranty Obligations in favor of the Lenders and any other benefited creditors under any Designated Hedge Agreements pursuant to the Credit Documents; (h) investments of the Borrower and its Subsidiaries in Hedge Agreements; (i) existing investments in any Subsidiaries and any additional investments in any Subsidiary Guarantor; (j) intercompany loans and advances permitted by Section 7.04(c9.4(d); (ik) the Acquisitions permitted by Section 7.029.2; (jl) any unsecured Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by under Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary9.4; and (lm) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subpartsclauses, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart clause (m) and outstanding at any time shall not exceed an the aggregate of $5,000,0001,000,000, taking into account the repayment of any loans or advances comprising such Investments.

Investments and Guaranty Obligations. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, (i1) make or commit to make any Investment or (ii2) be or become obligated under any Guaranty Obligations, except: (a) Investments by the Borrower or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Borrower and its Subsidiaries may acquire and hold receivables owing to them in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) investments acquired by the Borrower or any of its Subsidiaries (i) in exchange for any other investment held by the Borrower or any such Subsidiary in connection with or as a result of a bankruptcy, workout, reorganization or recapitalization of the issuer of such other investment, or (ii) as a result of a foreclosure by the Borrower or any of its Subsidiaries with respect to any secured investment or other transfer of title with respect to any secured investment in default; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided that the aggregate outstanding amount of all such loans and advances shall not exceed $1,000,000 at any time; (f) to the extent not permitted by any of the other subparts in this Sectionforegoing clauses, Investments existing as of the Closing Date and described in on Schedule 7.059.5 hereto; (dg) any Guaranty Obligations of the Borrower or any Subsidiary in favor of the Administrative Agent, each LC Issuer, the Lenders and/or the and each Letter of Credit Issuer and any other Benefited Creditors under any Designated Hedge Creditors Agreements or any Bank Product Document pursuant to the Loan Credit Documents; (eh) Investments of the Borrower and its Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments existing as of the Closing Date of the Borrower or any of its Subsidiaries in any other Subsidiary, (iii) any additional Investments of the Borrower or any of its Subsidiaries in any Subsidiary existing as of the Closing DateGuarantor, and (iiiii) of the Borrower in any Domestic Credit Party Investments made after the Closing Date, (iii) of any Domestic Credit Party Date in any other Domestic Credit Party (other than the Borrower) Insurance Subsidiary in an aggregate amount for all such Investments made after the Closing DateDate not to exceed $250,000, provided further that insurance premiums paid by the Borrower or (iv) Investments of any Foreign Subsidiary to the Insurance Subsidiary in any other Subsidiary the ordinary course of the Borrowerbusiness shall not constitute investments under this Section 9.5; (g) Permitted Foreign Subsidiary Investments; (hj) intercompany loans and advances permitted by Section 7.04(c9.4(d); (ik) the Acquisitions permitted by Section 7.029.2; (jl) any unsecured Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by under Section 7.049.4; (km) any Guaranty Obligation incurred loans and advances made in the ordinary course of business by any Foreign Subsidiary with respect Credit Party to Indebtedness any Provider, and reimbursable by such Provider, pursuant to the terms of another Foreign Subsidiarythe applicable Management Service Agreement; and (ln) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subpartsclauses, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart clause (m) and outstanding at any time shall not exceed an aggregate of $5,000,0001,000,000, taking into account the repayment of any loans or advances comprising such Investments.

Investments and Guaranty Obligations. The Borrower No Credit Party will, nor will not, and will not any Credit Party permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by a Parent or any of its Subsidiaries in cash and Cash Equivalents; (b) (A) Investments in the nature of Production Payments, royalties, dedication of reserves under supply agreements or similar or related rights or interests granted, taken subject to, or otherwise imposed on properties, (B) cross charges, Liens or security arrangements entered into in respect of a joint venture for the benefit of a participant, manager or operator of such joint venture, in each case, consistent with normal practices in the mining industry or (C) payments or other arrangements whereby the Borrower provides a loan, advance payment or guarantee in return for future coal deliveries; (c) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (cd) a Parent and its Subsidiaries may create, acquire and hold receivables and similar items owing to them in the extent not permitted by ordinary course of business and payable or dischargeable in accordance with customary trade terms; (e) any Permitted Creditor Investment; (f) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the other subparts in this Section, ordinary course of business; (g) Investments existing as of the Closing Date and described in Schedule 7.05Date; (dh) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Subsidiaries in favor of the Administrative Agent, each LC Issuer, the Lenders and/or the Designated Hedge Creditors Lender pursuant to the Loan Documents; (ei) Investments in Interest Rate Protection Agreements; (f) Investments (i) of the Borrower or any of its Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date, (iii) of any Domestic a Credit Party in any other Domestic Credit Party; (j) Investments by a Credit Party (other than the Borrower) made after the Closing Date, or (iv) Investments of any Foreign its Subsidiary in any other Subsidiary Person that is not a Credit Party, only so long as at the time such Investment was made, (x) such Investment was (i) set forth in the most recently delivered (or required to be delivered) Cash Flow Projections, and (ii) such Cash Flow Projections mutually satisfactory to the Lender and the Borrowers and (y) no Default or Event of the Borrower; (g) Permitted Foreign Subsidiary Investments; (h) intercompany loans permitted by Section 7.04(c)Default exists; (i) promissory notes and other similar non-cash consideration received by any Credit Party or its Subsidiaries in connection with Asset Sales not otherwise prohibited under this document and (ii) Investments received in compromise or resolution of (A) obligations of trade creditors or customers that were incurred in the Acquisitions ordinary course of business of any Credit Party or its Subsidiaries, including pursuant to any plan of reorganization or similar arrangement upon the bankruptcy or insolvency of any trade creditor or customer, (B) litigation, arbitration or other disputes or (C) the foreclosure with respect to any secured investment or other transfer of title with respect to any secured investment; (l) intercompany loans and advances permitted by Section 7.027.04(d); (jm) Investments of the Borrowers and their respective Subsidiaries in Hedge Agreements permitted to be entered into pursuant to this Agreement; and (n) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness that is permitted by Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and (l) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such Investments.

Investments and Guaranty Obligations. The Borrower will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, customary trade arrangements with customers consistent with past practices, or any similar transaction in the normal course of business; (c) to the extent not permitted by any of the other subparts in this Section, Investments existing as of the Closing Date and described in Schedule 7.05; (d) any Guaranty Obligations of the Borrower or any Restricted Subsidiary in favor of the Administrative AgentAgents, each LC Issuer, the Lenders Lenders, the Bank Product Providers and/or the Designated Hedge Creditors pursuant to the Loan Documents; (e) Investments in Interest Rate Protection Agreements; (f) Investments (i) of the Borrower or any of its Restricted Subsidiaries in any Restricted Subsidiary existing as of the Closing Date, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date, (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (iv) Investments of any Foreign Subsidiary in any other Restricted Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (h) intercompany loans permitted by Section 7.04(c); (i) the Acquisitions permitted by Section 7.02; (j) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and; (l) other Investments by the Borrower or any Restricted Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Restricted Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,00050,000,000, taking into account the repayment of any loans or advances comprising such Investments; (m) Investments in Unrestricted Subsidiaries and Similar Businesses in an aggregate principal amount not to exceed $50,000,000 at any time outstanding; (n) the Borrower may declare and pay or make additional Investments so long as, on a Pro Forma Basis after giving effect thereto, (i) no Event of Default shall have occurred or be continuing and (ii) immediately after giving effect thereto on a Pro Forma Basis as of the last day of the most recently ended fiscal quarter of the Borrower for which financial statements were required to have been delivered pursuant to Section 6.01, the Total Net Leverage Ratio does not exceed 3.40 to 1.00; (o) the Borrower may declare and pay or make additional Investments in an aggregate amount not to exceed the Available Amount so long as, on a Pro Forma Basis after giving effect thereto, (i) no Event of Default shall have occurred or be continuing and (ii) immediately after giving effect thereto on a Pro Forma Basis as of the last day of the most recently ended fiscal quarter of the Borrower for which financial statements were required to have been delivered pursuant to Section 6.01, the Total Net Leverage Ratio does not exceed 4.90 to 1.00; (p) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and other Investments received in connection with the bankruptcy or reorganization of, or settlement, satisfaction or partial satisfaction of delinquent accounts or disputes with, customers and suppliers; (q) Investments in connection with any Permitted Organizational Restructuring; and (r) to the extent constituting Investments, Capped Call Transactions, Convertible Bond Hedge Transactions and Warrant Transactions entered into in connection with Convertible Bond Indebtedness. For purposes of determining compliance with this Section 7.05: (i) in the event that an Investment (or any portion thereof) meets the criteria of more than one of the categories of permitted Investments described in clauses (a) through (o) above, the Borrower, in its sole discretion, will classify and may reclassify such Investment (or any portion thereof) and will only be required to include the amount and type of such Investment in one of the above clauses; and (ii) at the time of the Investment, the Borrower will be entitled to divide and classify an Investment in more than one of the types of Investments described in this Section 7.05.

Investments and Guaranty Obligations. The Borrower No Credit Party will, nor will not, and will not any Credit Party permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by the Borrower or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Borrower and its Subsidiaries may acquire and hold receivables and similar items owing to them in the extent ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not permitted by exceed $1,000,000 at any of the other subparts in this Section, time; (f) Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto; (dg) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Subsidiaries in favor of the Administrative Agent, each LC Issuer, Issuer and the Lenders and/or the and any other benefited creditors under any Designated Hedge Creditors Agreements pursuant to the Loan Documents; (eh) Investments of the Borrower and its Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (i) of the Borrower or any of its respective Subsidiaries in any Subsidiary existing Subsidiary, which Investments exist as of the Closing Date or are made after the Closing Date, provided, that the amount of additional Investments made after the Closing Date does not exceed $2,000,000, (ii) of the Borrower in any Domestic Credit Party made on or after the Closing Date, or (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made on or after the Closing Date, or ; (ivj) Investments of any Foreign Subsidiary Non-Credit Party in any other Subsidiary of the BorrowerNon-Credit Party; (g) Permitted Foreign Subsidiary Investments; (hk) intercompany loans and advances permitted by Section 7.04(c7.04(d); (il) the Acquisitions permitted by Section 7.027.02(e); (jm) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness that is permitted by Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and (ln) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such Investments; (o) Investments constituting Restricted Payments permitted by Section 7.06; (p) the non-cash portion of consideration received in connection with transactions permitted pursuant to Section 7.02(d); and (q) Guaranty Obligations constituting Indebtedness that is permitted under Section 7.04 (other than pursuant to clause (f) thereof).

Investments and Guaranty Obligations. The Borrower No Credit Party will, nor will not, and will not any Credit Party permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by Holdings or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Borrower and its Subsidiaries may acquire and hold receivables and similar items owing to them in the extent ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances by the Borrower and its Subsidiaries to employees for business- related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not permitted by exceed $500,000 at any time; (f) Investments of the other subparts in this Section, Investments Borrower and its Subsidiaries existing as of the Closing Date and described in on Schedule 7.057.05(a) hereto; (dg) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Subsidiaries in favor of the Administrative Agent, each LC Issuer, Agent and the Lenders and/or the and any other Benefited Creditors under any Designated Hedge Creditors Agreements pursuant to the Loan Documents; (eh) Investments of the Borrower and its Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (i) of the Borrower or any of its Subsidiaries in any Subsidiary of the Borrower existing as of the Closing DateDate and scheduled on Schedule 7.05(b) hereto, (ii) of the Borrower in any Domestic Credit Party (other than Holdings) made after the Closing Date, (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the BorrowerBorrower and Holdings) made after the Closing Date, or (iv) constituting Permitted Foreign Subsidiary Loans and Investments; (j) Investments of any Foreign Subsidiary that is not a Subsidiary Guarantor in any other Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (hk) intercompany loans and advances permitted by Section 7.04(c7.04(e); (il) the Acquisitions permitted by Section 7.027.02(h); (jm) any Guaranty Obligation incurred by any Domestic Credit Party (other than Holdings) with respect to Indebtedness of another Domestic Credit Party which Indebtedness (other than Holdings) that is permitted by Section 7.04; (kn) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; andConsolidated Capital Expenditures; (lo) Prepaid expenses or lease, utility and other similar deposits by the Borrower and its Subsidiaries made in the ordinary course of business; (p) promissory notes and other non-cash consideration by the Borrower and its Subsidiaries received in connection with dispositions of assets to the extent permitted by Section 7.02; (q) Subsidiaries of the Borrower may be established or created, if, to the extent applicable, the Borrower and such Subsidiaries comply with the provisions of Section 6.08 and Section 6.09; or (r) other Investments by the Borrower or any Subsidiary of the Borrower and its Subsidiaries in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and an aggregate amount not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding exceed $2,500,000 at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such Investmentsoutstanding.

Investments and Guaranty Obligations. The Borrower No Credit Party will, nor will not, and will not any Credit Party permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by the PAC REIT or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the PAC REIT and its Subsidiaries may acquire and hold receivables and similar items owing to them in the extent ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not permitted by exceed $100,000 at any of the other subparts in this Section, time; (f) Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto; (dg) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Subsidiaries in favor of the Administrative Agent, each LC Issuer, Agent and the Lenders and/or the Designated Hedge Creditors pursuant to the Loan DocumentsLenders; (e) Investments in Interest Rate Protection Agreements; (fh) Investments (i) of the Borrower PAC REIT or any of its Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the PAC REIT or the Borrower in any Domestic Credit Party made after the Closing Date, or (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the BorrowerPAC REIT) made after the Closing Date, or (iv) Investments of any Foreign Subsidiary in any other Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (hi) intercompany loans and advances permitted by Section 7.04(c7.04(d); (ij) the Acquisitions permitted by Section 7.02; (j) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by Section 7.047.02(d); (k) any Guaranty Obligation incurred the Investment by any Foreign Subsidiary with respect the Borrower in the Advisor in the nature of a $1,000,000 revolving line of credit from the Borrower to Indebtedness the Advisor evidenced by a Promissory Note, dated as of another Foreign SubsidiaryAugust 21, 2012, made by the Advisor payable to the order of the Borrower; provided that after the occurrence and during the continuance of an Event of Default, the Borrower will cause all outstanding amounts thereunder to be paid in full and no further loans and advance will be permitted thereunder; and (l) other Mezzanine Loan Investments made by the Borrower or any Mezzanine Loan Subsidiary of the Borrower in and Note Receivable Investments made by any other Person (other than the Borrower or any of its Subsidiaries) made Credit Party after the Closing Date and not permitted pursuant to the foregoing subparts, Date; provided that (i) no unfunded capital commitment to make a Mezzanine Loan Investment or Note Receivable Investment shall permitted without the prior written consent of the Administrative Agent in the exercise of its Permitted Discretion, and (ii) at the time of making any such Mezzanine Loan Investment or Note Receivable Investment (A) no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (iiB) such Mezzanine Loan Subsidiary 70 or Credit Party shall have complied with the maximum cumulative amount applicable provisions of all such Investments that are so made pursuant to this subpart Section 6.09 and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such InvestmentsSection 6.10.

Investments and Guaranty Obligations. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by the Borrower or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the creation and holding by the Borrower and its Subsidiaries of receivables and similar items owing to them in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not exceed $2,500,000 at any time; (f) to the extent not permitted by any of the other subparts in this Section, Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto; (dg) any Guaranty Obligations of the Borrower or any Subsidiary in favor of the Administrative Agent, each LC Issuer, Issuer and the Lenders and/or the and any other Benefited Creditor in respect of any Designated Hedge Creditors Agreement pursuant to the Loan Documents; (eh) Investments of the Borrower and its Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be to entered into pursuant to this Agreement; (fi) Investments (i) of the Borrower or any of its Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date, (iiiii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (iviii) constituting Permitted Foreign Subsidiary Loans and Investments; (j) Investments of any Foreign Subsidiary in any other Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (hk) intercompany loans and advances permitted by Section 7.04(c7.04(e); (il) the Acquisitions permitted by Section 7.02; (jm) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and (ln) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiariesthen existing Subsidiaries (other than Xxxxxx Captive, Inc.)) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,00080,000,000, taking into account the repayment of any loans or advances comprising such Investments.

Investments and Guaranty Obligations. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, (i1) make or commit to make any Investment or (ii2) be or become obligated under any Guaranty Obligations, except: (a) Investments the Borrower or any of its Subsidiaries may invest in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Borrower and its Subsidiaries may acquire and hold receivables owing to them in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) investments acquired by the Borrower or any of its Subsidiaries (i) in exchange for any other investment held by the Borrower or any such Subsidiary in connection with or as a result of a bankruptcy, workout, reorganization or recapitalization of the issuer of such other investment, or (ii) as a result of a foreclosure by the Borrower or any of its Subsidiaries with respect to any secured investment or other transfer of title with respect to any secured investment in default; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business; (f) to the extent not permitted by any of the other subparts in this Sectionforegoing clauses, Investments existing as of the Closing Date and described in on Schedule 7.058.5 hereto; (dg) any Guaranty Obligations of the Borrower or any Subsidiary in favor of the Administrative Agent, each LC Issuer, the Lenders and/or the and any other benefited creditors under any Designated Hedge Creditors Agreements pursuant to the Loan “Credit Documents” (as defined in the Revolving Credit Agreement); (eh) Investments investments of the Borrower and its Subsidiaries in Interest Rate Protection Hedge Agreements; (f) Investments (i) of the Borrower or any of its Subsidiaries existing investments in any Subsidiary existing Subsidiaries as of the Closing Date, (ii) of the Borrower any additional investments in any Domestic Credit Party Subsidiary Guarantor, and (iii) investments made after the Closing DateDate in the Insurance Subsidiary, (iii) provided that the maximum cumulative amount of all investments made in the Insurance Subsidiary shall not exceed the aggregate of $10,000,000, provided further that insurance premiums paid by the Borrower or any Domestic Credit Party in any other Domestic Credit Party (other than Subsidiary to the Borrower) made after the Closing Date, or (iv) Investments of any Foreign Insurance Subsidiary in any other Subsidiary the ordinary course of the Borrowerbusiness shall not constitute investments under this Section 8.5; (g) Permitted Foreign Subsidiary Investments; (hj) intercompany loans and advances permitted by Section 7.04(c8.4(d); (ik) the Acquisitions permitted by Section 7.028.2; (jl) any unsecured Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by under Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary9.4; and (lm) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subpartsclauses, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart clause (m) and outstanding at any time shall not exceed an the aggregate of $5,000,0001,000,000, taking into account the repayment of any loans or advances comprising such Investments.

Investments and Guaranty Obligations. The Borrower Borrowers will not, and will not permit any of its their Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments any Borrower or any of its Subsidiaries may invest in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Borrowers and their Subsidiaries may acquire and hold receivables owing to them in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) investments acquired by the Borrowers or any of their Subsidiaries (i) in exchange for any other investment held by any such Borrower or any such Subsidiary in connection with or as a result of a bankruptcy, workout, reorganization or recapitalization of the issuer of such other investment, or (ii) as a result of a foreclosure by a Borrower or any of its Subsidiaries with respect to any secured investment or other transfer of title with respect to any secured investment in default; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business; (f) to the extent not permitted by any of the other subparts in this Sectionforegoing clauses, Investments existing as of the Closing Date and described in on Schedule 7.05; (d) any Guaranty Obligations of the Borrower or any Subsidiary in favor of the Administrative Agent, each LC Issuer, the Lenders and/or the Designated Hedge Creditors pursuant to the Loan Documents; (e) Investments in Interest Rate Protection Agreements; (f) Investments (i) of the Borrower or any of its Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date, (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (iv) Investments of any Foreign Subsidiary in any other Subsidiary of the Borrowerhereto; (g) Permitted Foreign Subsidiary Investments; (h) intercompany loans permitted by Section 7.04(c); (i) the Acquisitions permitted by Section 7.02; (j) any Guaranty Obligation Obligations incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness that is permitted by pursuant to Section 7.04; (h) investments of the Borrowers and their Subsidiaries in Hedge Agreements; (i) existing investments in any Subsidiaries and any additional investments in any Subsidiary Guarantor; (j) intercompany loans and advances; (k) the Acquisitions permitted by Section ; (l) any unsecured Guaranty Obligation incurred by Obligation; (m) investments in joint ventures in an aggregate amount not to exceed $15,000,000 in any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiarythe Borrowers’ fiscal years; and (ln) other Investments notes held by the a Borrower or any a Subsidiary evidencing a portion of the Borrower in any other Person (other than the Borrower or any purchase price of its Subsidiaries) made after the Closing Date and not permitted an asset disposed of pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such InvestmentsSection .

Investments and Guaranty Obligations. The Borrower will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, customary trade arrangements with customers consistent with past practices, or any similar transaction in the normal course of business; (c) to the extent not permitted by any of the other subparts in this Section, Investments existing as of the Closing Date and described in Schedule 7.05; (d) any Guaranty Obligations of the Borrower or any Restricted Subsidiary in favor of the Administrative Agent, each LC Issuer, the Lenders Lenders, the Bank Product Providers and/or the Designated Hedge Creditors pursuant to the Loan Documents; (e) Investments in Interest Rate Protection Agreements; (f) Investments (i) of the Borrower or any of its Restricted Subsidiaries in any Restricted Subsidiary existing as of the Closing Date, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date, (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (iv) Investments of any Foreign Subsidiary in any other Restricted Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (h) intercompany loans permitted by Section 7.04(c); (i) the Acquisitions permitted by Section 7.02; (j) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and; (l) other Investments by the Borrower or any Restricted Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of the greater of (x) $5,000,00031,875,000 and (y) 30% of Consolidated EBITDA for the most recently ended Testing Period for which financial statements have been delivered or were required to be delivered, taking into account the repayment of any loans or advances comprising such Investments; (m) Investments in Unrestricted Subsidiaries and Similar Businesses in an aggregate principal amount not to exceed the greater of (x) $31,875,000 and (y) 30% of Consolidated EBITDA for the most recently ended Testing Period for which financial statements have been delivered or were required to be delivered at any time outstanding; (n) the Borrower may declare and pay or make additional Investments so long as, on a Pro Forma Basis after giving effect thereto, (i) no Event of Default shall have occurred or be continuing and (ii) immediately after giving effect thereto on a Pro Forma Basis as of the last day of the most recently ended fiscal quarter of the Borrower for which financial statements were required to have been delivered pursuant to Section 6.01, the Total Net Leverage Ratio does not exceed 3.40 to 1.00; (o) the Borrower may declare and pay or make additional Investments in an aggregate amount not to exceed the Available Amount so long as, on a Pro Forma Basis after giving effect thereto, (i) no Event of Default shall have occurred or be continuing and (ii) immediately after giving effect thereto on a Pro Forma Basis as of the last day of the most recently ended fiscal quarter of the Borrower for which financial statements were required to have been delivered pursuant to Section 6.01, the Total Net Leverage Ratio does not exceed 4.70 to 1.00; (p) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and other Investments received in connection with the bankruptcy or reorganization of, or settlement, satisfaction or partial satisfaction of delinquent accounts or disputes with, customers and suppliers; (q) Investments in connection with any Permitted Organizational Restructuring; (r) to the extent constituting Investments, Capped Call Transactions, Convertible Bond Hedge Transactions and Xxxxxxx Transactions entered into in connection with Convertible Bond Indebtedness; and (s) additional Investments by any Credit Party in any Future Escrow Subsidiary constituting Additional Escrow Amounts with respect to such Future Escrow Subsidiary. For purposes of determining compliance with this Section 7.05: (i) in the event that an Investment (or any portion thereof) meets the criteria of more than one of the categories of permitted Investments described in clauses (a) through (o) above, the Borrower, in its sole discretion, will classify and may reclassify such Investment (or any portion thereof) and will only be required to include the amount and type of such Investment in one of the above clauses; and (ii) at the time of the Investment, the Borrower will be entitled to divide and classify an Investment in more than one of the types of Investments described in this Section 7.05.

Investments and Guaranty Obligations. The Borrower will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, customary trade arrangements with customers consistent with past practices, or any similar transaction in the normal course of business; (c) to the extent not permitted by any of the other subparts in this Section, Investments existing as of the Closing Date and described in Schedule 7.05; (d) any Guaranty Obligations of the Borrower or any Restricted Subsidiary in favor of the Administrative Agent, each LC Issuer, the Lenders Lenders, the Bank Product Providers and/or the Designated Hedge Creditors pursuant to the Loan Documents; (e) Investments in Interest Rate Protection Agreements; (f) Investments (i) of the Borrower or any of its Restricted Subsidiaries in any Restricted Subsidiary existing as of the Closing Date, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date, (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (iv) Investments of any Foreign Subsidiary in any other Restricted Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (h) intercompany loans permitted by Section 7.04(c); (i) the Acquisitions permitted by Section 7.02; (j) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and; (l) other Investments by the Borrower or any Restricted Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of the greater of (x) $5,000,00037,500,00031,875,000 and (y) 30% of Consolidated EBITDA for the most recently ended Testing Period for which financial statements have been delivered or were required to be delivered, taking into account the repayment of any loans or advances comprising such Investments; (m) Investments in Unrestricted Subsidiaries and Similar Businesses in an aggregate principal amount not to exceed the greater of (x) $37,500,00031,875,000 and (y) 30% of Consolidated EBITDA for the most recently ended Testing Period for which financial statements have been delivered or were required to be delivered at any time outstanding; (n) the Borrower may declare and pay or make additional Investments so long as, on a Pro Forma Basis after giving effect thereto, (i) no Event of Default shall have occurred or be continuing and (ii) immediately after giving effect thereto on a Pro Forma Basis as of the last day of the most recently ended fiscal quarter of the Borrower for which financial statements were required to have been delivered pursuant to Section 6.01, the Total Net Leverage Ratio does not exceed 3.40 to 1.00; (o) the Borrower may declare and pay or make additional Investments in an aggregate amount not to exceed the Available Amount so long as, on a Pro Forma Basis after giving effect thereto, (i) no Event of Default shall have occurred or be continuing and (ii) immediately after giving effect thereto on a Pro Forma Basis as of the last day of the most recently ended fiscal quarter of the Borrower for which financial statements were required to have been delivered pursuant to Section 6.01, the Total Net Leverage Ratio does not exceed 4.70 to 1.00; (p) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and other Investments received in connection with the bankruptcy or reorganization of, or settlement, satisfaction or partial satisfaction of delinquent accounts or disputes with, customers and suppliers; (q) Investments in connection with any Permitted Organizational Restructuring; (r) to the extent constituting Investments, Capped Call Transactions, Convertible Bond Hedge Transactions and Warrant Transactions entered into in connection with Convertible Bond Indebtedness; and (s) additional Investments by any LoanCredit Party in any Future Escrow Subsidiary constituting Additional Escrow Amounts with respect to such Future Escrow Subsidiary. For purposes of determining compliance with this Section 7.05: (i) in the event that an Investment (or any portion thereof) meets the criteria of more than one of the categories of permitted Investments described in clauses (a) through (o) above, the Borrower, in its sole discretion, will classify and may reclassify such Investment (or any portion thereof) and will only be required to include the amount and type of such Investment in one of the above clauses; and (ii) at the time of the Investment, the Borrower will be entitled to divide and classify an Investment in more than one of the types of Investments described in this Section 7.05.

Investments and Guaranty Obligations. The Borrower Borrowers will not, and will not permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by any Borrower or any Subsidiary in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Borrowers and their Subsidiaries may acquire and hold receivables owing to them in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) Investments acquired by the Borrowers or any of their Subsidiaries (i) in exchange for any other Investment held by any such Borrower or any such Subsidiary in connection with or as a result of a bankruptcy, workout, reorganization or recapitalization of the issuer of such other Investment, or (ii) as a result of a foreclosure by a Borrower or any of its Subsidiaries with respect to any secured Investment or other transfer of title with respect to any secured Investment in default; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business in an aggregate amount not to exceed $2,500,000 at any time outstanding; (f) to the extent not permitted by any of the other subparts in this Sectionforegoing clauses, Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto; (dg) any Guaranty Obligations of the Borrower or any Subsidiary in favor of the Administrative Agent, each LC Issuer, the Lenders and/or the and any other benefited creditors under any Designated Hedge Creditors Agreements pursuant to the Loan Documents; (eh) Investments of the Borrowers and their Subsidiaries in Interest Rate Protection Hedge Agreements; (fi) Investments (i) of the any Borrower or any of its their Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the any Borrower in any Domestic Credit Loan Party made after the Closing Date, (iii) of any Domestic Credit Loan Party in any other Domestic Credit Loan Party (other than the Borrower) made after the Closing Date, or (iv) constituting Permitted Foreign Subsidiary Loans and Investments; (j) Investments of any Foreign Subsidiary in any other Subsidiary of the any Borrower; (g) Permitted Foreign Subsidiary Investments; (hk) intercompany loans and advances permitted by Section 7.04(c7.04(j); (il) the Acquisitions permitted by Section 7.02; (jm) any Guaranty Obligation incurred by any Domestic Credit Loan Party with respect to Indebtedness of another Domestic Credit Loan Party which Indebtedness is permitted by Section 7.04; (kn) Investments in joint ventures made on or after the Closing Date in an aggregate amount not to exceed $25,000,000 in any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiarythe Borrowers’ fiscal years; and (lo) other Investments notes held by the a Borrower or any a Subsidiary evidencing a portion of the Borrower in any other Person (other than the Borrower or any purchase price of its Subsidiaries) made after the Closing Date and not permitted an asset disposed of pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such InvestmentsSection 7.02(c).

Investments and Guaranty Obligations. The Borrower No Credit Party will, nor will not, and will not any Credit Party permit any of its Restricted Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by the Parent Guarantor or any of its Restricted Subsidiaries in cash and cash, Cash EquivalentsEquivalents or Investment Grade Securities; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Parent Guarantor and its Restricted Subsidiaries may acquire and hold receivables and similar items owing to them in the extent ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to officers, directors, consultants, managers and employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided, the aggregate outstanding amount of all such loans and advances shall not permitted by exceed $5,000,000 at any of the other subparts in this Section, time; (f) Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto; (dg) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Restricted Subsidiaries in favor of the Administrative Agent, each LC Issuer, the Lenders and/or the Designated Hedge Secured Creditors pursuant to the Loan Documents; (eh) Investments of the Parent Guarantor and its Restricted Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (iA) of the Borrower Parent Guarantor or any of its Restricted Subsidiaries in any Subsidiary existing as of the Closing DateDate (including in connection with the Transactions), (iiB) of the Borrower Parent Guarantor or any of its Restricted Subsidiaries in any Domestic U.S. Credit Party made after the Closing Date, (iiiC) of any Domestic Non-U.S. EMEA Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or #4848-6974-4858 (ivD) Investments of any Foreign Subsidiary Non-Credit Party in any other Subsidiary Non-Credit Party, (E) of the Borrower; (gx) Permitted Foreign Subsidiary Investments; U.S. Credit Parties in Non-U.S. EMEA Credit Parties or (hy) of Credit Parties in Non-Credit Parties, in each case under this clause (E) either (I) constituting intercompany loans permitted by Section 7.04(c7.04(e) or (II) in an aggregate amount not to exceed the greater of (x) $100,000,000 and (y) an amount equal to 20% of Pro Forma EBITDA for the most recently ended Testing Period and (F) any transfer pricing arrangements constituting Investments as in existence on the Closing Date and any other transfer pricing arrangements consistent with past practice; (j) Investments of any Non-Credit Party in any other Restricted Subsidiary of the Parent Guarantor; (k) intercompany loans and advances permitted by Section 7.04(e); (il) the Acquisitions permitted by Section 7.02[reserved]; (jm) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness that is permitted by Section 7.04; (kn) [reserved]; (o) [reserved]; (p) Investments constituting deposits made in connection with the purchase of goods or services in the ordinary course of business; (q) Investments consisting of promissory notes and other non-cash consideration, in each case received in connection with Asset Sales permitted by Section 7.02; provided, that subject to the Agreed Security Principles, the applicable Credit Party complies with the requirements of the Security Documents of which it is a party with respect to any such promissory notes or other instruments; (r) Investments in the ordinary course of business consisting of Article 3 endorsements for collection or deposit and Article 4 customary trade arrangements with customers consistent with past practices; (s) advances of payroll payments to employees in the ordinary course of business; (t) Investments represented by Permitted Bond Hedge Transactions; (u) Investments in connection with the Transactions; (v) any Guaranty Obligation incurred by any Foreign Subsidiary with respect or indemnity securing liabilities to Indebtedness of another Foreign Subsidiary; andpart-time retirees (Altersteilzeit); (lw) other Investments by any guarantee incurred in relation to any part time worker arrangements in accordance with the Borrower German Old-Age Employee Part Time Act (Altersteilzeitgesetz) or any Subsidiary sections 7(b), 7(e) of book IV of the Borrower in German Social Act (Sozialgesetzbuch IV); and #4848-6974-4858 (x) subject to the Infrastructure Reorganization Principles, Investments among the Parent Guarantor and/or the Restricted Subsidiaries that are necessary to consummate an Infrastructure Reorganization and/or any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted transaction pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such InvestmentsInfrastructure Sale Agreement.

Investments and Guaranty Obligations. The Parent Borrower will not, and nor will not the Parent Borrower permit any of its Restricted Subsidiaries to, directly or indirectly, to (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty ObligationsObligations (to the extent constituting Investments), except: (a) Investments by the Parent Borrower or any of its Restricted Subsidiaries in cash and Cash Equivalents; (bi) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business and (ii) asset purchases (including purchases of inventory, Intellectual Property, supplies and materials), the lease of any asset and the licensing of any Intellectual Property, in each case, in the ordinary course of business; (c) the Parent Borrower and its Restricted Subsidiaries may acquire and hold receivables and similar items owing to them in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans, advances and other extensions of credit to officers, directors and employees of the Parent Borrower or the Restricted Subsidiaries (i) for reasonable and customary business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, (ii) in connection with such Person’s purchase of Capital Stock of the Parent Borrower; provided that the amount of such loans and advances used to acquire such Capital Stock shall be contributed to the extent Parent Borrower in cash as common equity and (iii) for purposes not permitted by described in the foregoing clauses (i) and (ii), in an aggregate principal amount outstanding at any of the other subparts in this Section, time under clause (iii) not to exceed $2,500,000; (f) Investments existing as of the Closing Date and described on Schedule 7.04 hereto and any modification, replacement, renewal, reinvestment or extension thereof; provided that (i) the amount of any Investment permitted pursuant to this Section 7.04(f) is not increased from the amount of such Investment on the Closing Date except pursuant to the terms of such Investment as of the Closing Date or as otherwise permitted by this Section 7.04 and (ii) any Investment in Schedule 7.05the form of Indebtedness of any Credit Party owed to any non-Credit Party shall be on subordination terms no less favorable to the Lenders than the subordination terms set forth in an Intercompany Note; (dg) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Restricted Subsidiaries in favor of the Administrative Agent, each LC Issuer, Issuer and the Lenders and/or the and any other Secured Creditors under any Cash Management Agreement, Designated Hedge Creditors Agreements or in respect of any other Obligations, in each case, pursuant to the Loan Documents; (eh) Investments of the Parent Borrower and its Restricted Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (i) of by the Parent Borrower or any of its Restricted Subsidiaries in any Subsidiary existing as of the Closing DateDate and any modification, renewal or extension thereof; provided that the amount of any Investment permitted pursuant to this Section 7.04(i) is not increased from the amount of such Investment on the Closing Date except pursuant to the terms of such Investment as of the Closing Date or as otherwise permitted by this Section 7.04, (ii) of the Borrower in by any Domestic Restricted Subsidiary that is not a Credit Party made after the Closing Datein any Credit Party or in any Restricted Subsidiary that is not a Credit Party, (iii) of by any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing DateParty, or (iv) by any Credit Party into any Restricted Subsidiary that is not a Credit Party (valued at the Fair Market Value of such Investments at the time such Investment is made); provided that (A) the aggregate amount of Investments made pursuant to this clause (iv) shall not exceed the greater of (x) $20,000,000 and (y) 4.00% of Consolidated Total Assets (measured as of the date such Investment is made (and after giving Pro Forma Effect thereto)) at any time outstanding and (B) any Investment in the form of Indebtedness of any Foreign Subsidiary Credit Party owed to any non-Credit Party shall be on subordination terms no less favorable to the Lenders than the subordination terms set forth in an Intercompany Note and (v) by the Parent Borrower or any other Subsidiary of its Restricted Subsidiaries in lieu of Restricted Payments permitted under Section 7.05 (it being understood that such Investments shall be deemed Restricted Payments for the Borrowerpurposes of compliance with Section 7.05); (gj) Permitted Foreign Subsidiary InvestmentsInvestments consisting of Indebtedness permitted by Section 7.03 (other than clauses (d)(ii), (f) and (i) thereof); (hk) intercompany loans transactions permitted by (i) Section 7.04(c7.01 (other than subclauses (a)(v), (b)(iii), (c)(i), (d) and (f) thereof), (ii) Section 7.02 and (iii) Section 7.05 (other than clauses (i) and (m) thereof); (i) Guaranty Obligations incurred by the Acquisitions Parent Borrower or any other Restricted Subsidiary in respect of Indebtedness or other obligations of any Restricted Subsidiary that is permitted by Section 7.02to be incurred under this Agreement, (ii) Guaranty Obligations incurred in the ordinary course of business in respect of obligations (other than Total Funded Debt) to suppliers, customers, franchisees, lessors, licensees, sublicensees or distribution partners and (iii) Investments in the ordinary course of business consisting of (I) endorsements for collection or deposit and (II) customary trade arrangements with customers consistent with past practices; (jm) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by Section 7.04; (ki) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and (l) other Investments by the Parent Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subpartsRestricted Subsidiary, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative aggregate amount of all such Investments that are so made pursuant to this subpart clause (m) (valued at the time of the making thereof, and without giving effect to any write downs or write offs thereof) and outstanding at any time shall not exceed an aggregate of $5,000,000, (taking into account the repayment of any loans or advances comprising comprising, or any other returns in respect of, such Investments) shall not exceed an amount equal to the greater of (x) $20,000,000 and (y) 4.00% of Consolidated Total Assets (measured as of the date such Investment is made (and after giving Pro Forma Effect thereto)) and (ii) so long as no Event of Default has occurred and is continuing or would result therefrom, Investments by the Parent Borrower or any Restricted Subsidiary in an amount not to exceed the Available Amount at the time of the making of such Investment; (n) the Parent Borrower may make an Investment or incur a Guaranty Obligation with respect to any Parent Entity that could otherwise be made as a Restricted Payment under Section 7.05, so long as the amount of such loan is deducted from the amount available to be made as a Restricted Payment under the applicable clause of Section 7.05; (o) Guaranty Obligations by the Parent Borrower or any Restricted Subsidiary of leases (other than Capitalized Lease Obligations) or of other obligations incurred in the ordinary course of business that do not constitute Indebtedness, in each case entered into in the ordinary course of business; (p) to the extent constituting Investments, the Transactions; (q) Investments held by any Person acquired by the Parent Borrower or a Restricted Subsidiary after the Closing Date or of any Person merged into the Parent Borrower or merged, amalgamated or consolidated with a Restricted Subsidiary, in each case, in accordance with Section 7.01 after the Closing Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger, amalgamation or consolidation and were in existence on the date of such acquisition, merger, amalgamation or consolidation; (r) the forgiveness or conversion to equity of any Indebtedness owed by the Parent Borrower or any Restricted Subsidiary and permitted by Section 7.03; (s) Subsidiaries of the Parent Borrower may be established or created (but any Investment in such Subsidiary must be made in accordance with the other provisions of Section 7.01 or this Section 7.04, as applicable) if the Parent Borrower and such Subsidiary comply with the applicable requirements of Section 6.09 and Section 6.10, if applicable; provided that, in each case, to the extent such new Subsidiary is created solely for the purpose of consummating a transaction pursuant to an Acquisition permitted by Section 7.01 or Investment otherwise permitted under this Section 7.04, and such new Subsidiary at no time holds any assets or liabilities other than any Consideration contributed to it contemporaneously with the closing of such transactions, such new Subsidiary shall not be required to take the actions set forth in Section 6.09 and Section 6.10, as applicable, until the respective acquisition or Investment is consummated (at which time the surviving entity of the respective transaction shall be required to so comply in accordance with the provisions thereof); (t) Investments constituting Permitted Acquisitions to the extent permitted by Section 7.01(l); (u) intercompany Investments in connection with reorganizations and related activities related to tax planning and reorganizations; provided that, after giving effect to any such reorganization and related activities and Investments, the security interest of the Lenders on the Collateral, taken as a whole, is not materially impaired; (v) Investments in any Term Loans in accordance with Section 10.06(h) or Section 2.13(a)(iv); and (w) Investments arising as a result of Sale and Lease-Back Transactions.

Investments and Guaranty Obligations. The Parent Borrower will not, and nor will not the Parent Borrower permit any of its Restricted Subsidiaries to, directly or indirectly, to (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty ObligationsObligations (to the extent constituting Investments), except: (a) Investments by the Parent Borrower or any of its Restricted Subsidiaries in cash and Cash Equivalents; (bi) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business and (ii) asset purchases (including purchases of inventory, Intellectual Property, supplies and materials), the lease of any asset and the licensing of any Intellectual Property, in each case, in the ordinary course of business; (c) the Parent Borrower and its Restricted Subsidiaries may acquire and hold receivables and similar items owing to them in the extent not permitted by any ordinary course of the other subparts business and payable or dischargeable in this Section, Investments existing as of the Closing Date and described in Schedule 7.05accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans, advances and other extensions of credit to officers, directors and employees of the Parent Borrower or the Restricted Subsidiaries (i) for reasonable and customary business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, (ii) in connection with such Person’s purchase of Capital Stock of the Parent Borrower; provided that the amount of such loans and advances used to acquire such Capital Stock shall be contributed to the Parent Borrower in cash as common equity and (iii) for purposes not described in the foregoing clauses (i) and (ii), in an aggregate principal amount outstanding at any time under this clause (iii) not to exceed $2,500,0005,000,000; (f) Investments existing as of the Third Amendment Effective Date and described on Schedule 7.04 hereto and any modification, replacement, renewal, reinvestment or extension thereof; provided that (i) the amount of any Investment permitted pursuant to this Section 7.04(f) is not increased from the amount of such Investment on the Third Amendment Effective Date except pursuant to the terms of such Investment as of the Third Amendment Effective Date or as otherwise permitted by this Section 7.04 and (ii) any Investment in the form of Indebtedness of any Credit Party owed to any non-Credit Party Subsidiary shall be on subordination terms no less favorable to the Lenders than the subordination terms set forth in the Intercompany Note; (g) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Restricted Subsidiaries in favor of the Administrative Agent, each LC Issuer, Issuer and the Lenders and/or the and any other Secured Creditors under any Cash Management Agreement, Designated Hedge Creditors Agreements or in respect of any other Obligations, in each case, pursuant to the Loan Documents; (e) Investments in Interest Rate Protection Agreements; (f) Investments (i) of the Borrower or any of its Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date, (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (iv) Investments of any Foreign Subsidiary in any other Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (h) intercompany loans permitted by Section 7.04(c); (i) the Acquisitions permitted by Section 7.02; (j) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and (l) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such Investments.

Investments and Guaranty Obligations. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by the Borrower or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the creation and holding by the Borrower and its Subsidiaries of receivables and similar items owing to them in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not exceed $1,500,000 at any time; (f) to the extent not permitted by any of the other subparts in this Section, Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto; (dg) any Guaranty Obligations of the Borrower or any Subsidiary in favor of the Administrative Agent, each LC Issuer, Issuer and the Lenders and/or the and any other Benefited Creditor in respect of any Designated Hedge Creditors Agreement pursuant to the Loan Documents; (eh) Investments of the Borrower and its Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be to entered into pursuant to this Agreement; (fi) Investments (i) of the Borrower or any of its Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date, (iiiii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (iviii) constituting Permitted Foreign Subsidiary Loans and Investments; (j) Investments of any Foreign Subsidiary in any other Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (hk) intercompany loans and advances permitted by Section 7.04(c7.04(f); (il) the Acquisitions permitted by Section 7.02; (jm) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and (ln) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiariesthen existing Subsidiaries (other than Xxxxxx Captive, Inc.)) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,00025,000,000, taking into account the repayment of any loans or advances comprising such Investments.

Investments and Guaranty Obligations. The No Borrower will, nor will not, and will not permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by such Borrower or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the creation and holding by such Borrower and its Subsidiaries of receivables and similar items owing to them in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not exceed $2,500,000 at any time; (f) to the extent not permitted by any of the other subparts in this Section, Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto; (dg) any Guaranty Obligations of the Borrower Company or any Subsidiary in favor of the Administrative Agent, each LC Issuer, Issuer and the Lenders and/or the and any other Benefited Creditor in respect of any Designated Hedge Creditors Agreement pursuant to the Loan Documents; (eh) Investments of such Borrower and its Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be to entered into pursuant to this Agreement; (fi) Investments (i) of the Borrower Company or any of its Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the Borrower Company in any Domestic Credit Party (other than the Foreign Borrower) made after the Closing Date, (iiiii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Foreign Borrower) in any other Credit Party (other than the Company) made after the Closing Date, or (iviii) constituting Permitted Foreign Subsidiary Loans and Investments; (j) Investments of any Foreign Subsidiary in any other Subsidiary of the BorrowerCompany; (g) Permitted Foreign Subsidiary Investments; (hk) intercompany loans and advances permitted by Section 7.04(c7.04(e); (il) the Acquisitions permitted by Section 7.02; (jm) any Guaranty Obligation incurred (i) by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party (other than the Foreign Borrower), or (ii) by the Foreign Borrower or the Company of any Indebtedness of the Company or any other Subsidiary, in each case which Indebtedness is permitted by Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and (ln) other Investments by the Borrower Company or any Subsidiary of the Borrower Company in any other Person (other than the Borrower Company or any of its then existing Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of (i) $5,000,000, 160,000,000 less (ii) the aggregate amount of Investments identified on Section A of Schedule 7.05 hereto taking into account the repayment of any loans or advances comprising such Investments.

Investments and Guaranty Obligations. The Borrower Holdings will not, and will not permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by Holdings or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) Holdings and its Subsidiaries may acquire and hold receivables and similar items owing to them in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not exceed $100,000 at any time; (f) to the extent not permitted by any of the other subparts in this Section, Investments existing as of the Closing Date and described in on Schedule 7.057.05 ; (dg) any Guaranty Obligations of the Borrower Holdings or any Subsidiary in favor of the Administrative Agent, each LC Issuer, the Lenders and/or the Lender under any Designated Hedge Creditors Agreements pursuant to the Loan Documents; (eh) Investments of Holdings and its Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (i) of the Borrower Holdings or any of its Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the Borrower Holdings in any Domestic Credit Party made after the Closing Date, or (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (iv) Investments of any Foreign Subsidiary in any other Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (hj) intercompany loans permitted by Section 7.04(c7.04(d); (i) the Acquisitions permitted by Section 7.02; (j) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by Section 7.04;; and (k) any Guaranty Obligation incurred by any Foreign Subsidiary Credit Party with respect to Indebtedness of another Foreign Subsidiary; and (l) other Investments Credit Party which Indebtedness is permitted by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such InvestmentsSection 7.04.

Investments and Guaranty Obligations. The Borrower No Credit Party will, nor will not, and will not any Credit Party permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by any Borrower or any Subsidiary in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Borrowers and their Subsidiaries may acquire and hold receivables and similar items owing to them in the extent ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not permitted by exceed $100,000 at any of the other subparts in this Section, time; (f) Investments existing as of the Closing Date and described in on Schedule 7.05; (dg) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Subsidiaries in favor of the Administrative Agent, each LC Issuer, Issuer and the Lenders and/or the and any other benefited creditors under any Designated Hedge Creditors Agreements pursuant to the Loan Documents; (eh) Investments of any Borrower or any Subsidiary of any Borrower in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (i) of the any Borrower or any Subsidiary of its Subsidiaries in any Subsidiary Borrower existing as of the Closing DateDate in their respective Subsidiaries, (ii) of the any Borrower in any Domestic Credit Party made after the Closing Date, or (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the a Borrower) made after the Closing Date, or (iv) Investments of any Foreign Subsidiary in any other Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (hj) intercompany loans and advances permitted by Section 7.04(c7.04(d); (ik) the Acquisitions permitted by Section 7.027.02(h); (jl) unsecured guarantees arising with respect to customary indemnification obligations to purchasers in connection with Asset Sales; (m) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness that is permitted by Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and (ln) other Investments Guaranty Obligations of any of the Credit Parties or their respective Subsidiaries for the buying obligations of buying organizations or purchasing agents acting on behalf of the Credit Parties or their Subsidiaries for purchases of inventory in the ordinary course of business of the applicable Credit Party or Subsidiary; provided that the obligations guaranteed by the Borrower Credit Parties or any Subsidiary their Subsidiaries arise only in connection with such purchases of inventory on behalf of the Borrower in any other Person (other than the Borrower or any of its Credit Parties and their Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such Investments.

Investments and Guaranty Obligations. The Borrower No Credit Party will, nor will not, and will not any Credit Party permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by the Borrower or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Borrower and its Subsidiaries may acquire and hold receivables and similar items owing to them in the extent ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not permitted by exceed $100,000 at any of the other subparts in this Section, time; (f) Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto; (dg) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Subsidiaries in favor of the Administrative Agent, each LC Issuer, Issuer and the Lenders and/or the and any other benefited creditors under any Designated Hedge Creditors Agreements pursuant to the Loan Documents; (eh) Investments of the Borrower and its Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (i) of the Borrower or any of its Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date or (iii) of any Credit Party in any other Credit Party made after the Closing Date, ; (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (ivj) Investments of any Foreign Subsidiary in any other Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (hk) intercompany loans and advances permitted by Section 7.04(c7.04(d); (il) the Acquisitions permitted by Section 7.027.02(e); (jm) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness that is permitted by Section 7.04; (kn) Investments using the proceeds of any Guaranty Obligation incurred by Equity Offering so long as (i) prior to the receipt of any Foreign Subsidiary proceeds of any Additional Equity Offering, the aggregate amount of Investments made pursuant to this clause (n) and the aggregate amount of Restricted Payments made pursuant to Section 7.06(c) shall not exceed $40,900,000, (ii) at least three Business Days prior to any Investment made pursuant to this clause (n), the Borrower shall have delivered to the Administrative Agent a certificate of an Authorized Officer demonstrating, in reasonable detail, compliance with respect the financial covenants referred to Indebtedness in Section 7.07 on a pro forma basis and (iii) immediately after giving effect to such Investments, the Credit Parties’ shall (x) be in pro forma covenant compliance with the financial covenants set forth in Section 7.07 and (y) have unrestricted cash, together with Revolving Availability, of another Foreign Subsidiaryno less than $5,000,000; and (lo) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000500,000, taking into account the repayment of any loans or advances comprising such Investments.

Investments and Guaranty Obligations. The Borrower will not, and nor will not permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by the Borrower or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the creation and holding by the Borrower and its Subsidiaries of receivables and similar items owing to them in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not exceed $2,500,000 at any time; (f) to the extent not permitted by any of the other subparts in this Section, Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto; (dg) any Guaranty Obligations of the Borrower or any Subsidiary in favor of the Administrative Agent, each LC Issuer, Agent and the Lenders and/or the in respect of any Designated Hedge Creditors Agreement pursuant to the Loan Documents; (eh) Investments of the Borrower and its Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (i) of the Borrower or any of its Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date, (iiiii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (iviii) constituting Permitted Foreign Subsidiary Loans and Investments; (j) Investments of any Foreign Subsidiary in any other Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (hk) intercompany loans and advances permitted by Section 7.04(c7.04(e); (il) the Acquisitions permitted by Section 7.02; (jm) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party Party, or (ii) by the Borrower of any Indebtedness of any of its Subsidiaries, in each case which Indebtedness is permitted by Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and (ln) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its then existing Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of (i) $5,000,000, 160,000,000 less (ii) the aggregate amount of Investments identified on Section A of Schedule 7.05 hereto taking into account the repayment of any loans or advances comprising such Investments.

Investments and Guaranty Obligations. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by the Borrower or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Borrower and its Subsidiaries may acquire and hold receivables and similar items owing to them in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not exceed $1,000,000 at any time; (f) to the extent not permitted by any of the other subparts in this Section, Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto; (dg) any Guaranty Obligations of the Borrower or any Subsidiary in favor of the Administrative Agent, each LC Issuer, the Lenders and/or and the Designated Hedge Creditors pursuant to the Loan Documents; (eh) Investments of the Borrower and its Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (i) consisting of the Borrower or any of its Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date, (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (iv) Investments of any Foreign Subsidiary in any other Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (h) intercompany loans permitted by Section 7.04(c7.04(e); (ij) the Acquisitions permitted by Section 7.02; (j) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by Section 7.04; (k) any Guaranty Obligation incurred by any Obligations of the Borrower of Indebtedness of a Foreign Subsidiary with respect to Indebtedness not in excess at any time of another Foreign Subsidiary$250,000 in the aggregate for all such Guaranty Obligations; and (l) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such Investments.

Investments and Guaranty Obligations. The Borrower Borrowers will not, and will not permit any of its their respective Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by any Borrower or any Subsidiary in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Borrowers and their Subsidiaries may acquire and hold receivables owing to them in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) Investments acquired by the Borrowers or any of their Subsidiaries (i) in exchange for any other Investment held by any such Borrower or any such Subsidiary in connection with or as a result of a bankruptcy, workout, reorganization or recapitalization of the issuer of such other Investment, or (ii) as a result of a foreclosure by a Borrower or any of its Subsidiaries with respect to any secured Investment or other transfer of title with respect to any secured Investment in default; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business in an aggregate amount not to exceed $2,500,000 at any time outstanding; (f) to the extent not permitted by any of the other subparts in this Sectionforegoing clauses, Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto; (dg) any Guaranty Obligations of the Borrower or any Subsidiary in favor of the Administrative Agent, each LC Issuer, the Lenders and/or the and any other benefited creditors under any Designated Hedge Creditors Agreements pursuant to the Loan Documents; (eh) Investments of the Borrowers and their Subsidiaries in Interest Rate Protection Hedge Agreements; (fi) Investments (i) of the any Borrower or any of its their Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the any Borrower in any Domestic Credit Loan Party made after the Closing Date, (iii) of any Domestic Credit Loan Party in any other Domestic Credit Loan Party (other than the Borrower) made after the Closing Date, or (iv) constituting Permitted Foreign Subsidiary Loans and Investments; (j) Investments of any Foreign Subsidiary in any other Subsidiary of the any Borrower; (g) Permitted Foreign Subsidiary Investments; (hk) intercompany loans and advances permitted by Section 7.04(c7.04(j); (il) the Acquisitions permitted by Section 7.02; (jm) any Guaranty Obligation incurred by any Domestic Credit Loan Party with respect to Indebtedness of another Domestic Credit Loan Party which Indebtedness is permitted by Section 7.04; (kn) Investments in joint ventures made on or after the Closing Date in an aggregate amount not to exceed $25,000,000 in any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiarythe Borrowers’ fiscal years; and (lo) other Investments notes held by the a Borrower or any a Subsidiary evidencing a portion of the Borrower in any other Person (other than the Borrower or any purchase price of its Subsidiaries) made after the Closing Date and not permitted an asset disposed of pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such InvestmentsSection 7.02(c).

Investments and Guaranty Obligations. The Borrower No Credit Party will, nor will not, and will not any Credit Party permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by the Parent or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Parent and its Subsidiaries may create, acquire and hold receivables and similar items owing to them in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided, the aggregate outstanding amount of all such loans and advances shall not exceed $500,000 at any time; (f) to the extent not otherwise permitted by any of the other subparts in of this SectionSection 7.05, Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto; (dg) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Subsidiaries in favor of the Administrative AgentAgents, each LC Issuer, Issuer and the Lenders and/or the and any other benefited creditors under any Designated Hedge Creditors Agreements pursuant to the Loan Documents; (eh) Investments of the Borrowers and their respective Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (i) of the Borrower Borrowers or any of its their respective Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the Borrower Borrowers in any Domestic Credit Party made after the Closing Date, or (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the BorrowerBorrowers) made after the Closing Date, or ; (ivj) Investments of any Foreign Subsidiary in any other Subsidiary of the a Borrower; (g) Permitted Foreign Subsidiary Investments; (hk) intercompany loans and advances permitted by Section 7.04(c7.04(e); (il) the Acquisitions permitted by Section 7.027.02(g); (jm) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness that is permitted by Section 7.047.04 (including the Subordinated Debt); (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and (ln) other Investments by the Borrower Borrowers or any Subsidiary of the a Borrower in any other Person (other than the Borrower Borrowers or any of its their respective Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,0003,000,000, taking into account the repayment of any loans or advances comprising such Investments.

Investments and Guaranty Obligations. The Parent Borrower will not, and nor will not the Parent Borrower permit any of its Restricted Subsidiaries to, directly or indirectly, to (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty ObligationsObligations (to the extent constituting Investments), except: (a) Investments by the Parent Borrower or any of its Restricted Subsidiaries in cash and Cash Equivalents; (b) (i) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business and (ii) asset purchases (including purchases of inventory, Intellectual Property, supplies and materials), the lease of any asset and the licensing of any Intellectual Property, in each case, in the ordinary course of business; (c) the Parent Borrower and its Restricted Subsidiaries may acquire and hold receivables and similar items owing to them in the extent not permitted by any ordinary course of the other subparts business and payable or dischargeable in this Section, Investments existing as of the Closing Date and described in Schedule 7.05accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans, advances and other extensions of credit to officers, directors and employees of the Parent Borrower or the Restricted Subsidiaries (i) for reasonable and customary business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, (ii) in connection with such Person’s purchase of Capital Stock of the Parent Borrower; provided that the amount of such loans and advances used to acquire such Capital Stock shall be contributed to the Parent Borrower in cash as common equity and (iii) for purposes not described in the foregoing clauses (i) and (ii), in an aggregate principal amount outstanding at any time under this clause (iii) not to exceed $2,500,000; (f) Investments existing as of the ClosingThird Amendment Effective Date and described on Schedule 7.04 hereto and any modification, replacement, renewal, reinvestment or extension thereof; provided that (i) the amount of any Investment permitted pursuant to this Section 7.04(f) is not increased from the amount of such Investment on the ClosingThird Amendment Effective Date except pursuant to the terms of such Investment as of the ClosingThird Amendment Effective Date or as otherwise permitted by this Section 7.04 and (ii) any Investment in the form of Indebtedness of any Credit Party owed to any non-Credit Party Subsidiary shall be on subordination terms no less favorable to the Lenders than the subordination terms set forth in anthe Intercompany Note; (g) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Restricted Subsidiaries in favor of the Administrative Agent, each LC Issuer, Issuer and the Lenders and/or the and any other Secured Creditors under any Cash Management Agreement, Designated Hedge Creditors Agreements or in respect of any other Obligations, in each case, pursuant to the Loan Documents; (eh) Investments of the Parent Borrower and its Restricted Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (i) of by the Parent Borrower or any of its Restricted Subsidiaries in any Subsidiary existing as of the Closing DateDate and any modification, renewal or extension thereof; provided that the amount of any Investment permitted pursuant to this Section 7.04(i) is not increased from the amount of such Investment on the Closing Date except pursuant to the terms of such Investment as of the Closing Date or as otherwise permitted by this Section 7.04,[reserved], (ii) of the Borrower in by any Domestic Restricted Subsidiary that is not a Credit Party made after the Closing Datein any Credit Party or in any Restricted Subsidiary that is not a Credit Party, (iii) of by any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing DateParty, or (iv) by any Credit Party intoin any Restricted Subsidiary that is not a Credit Party (valued at the Fair Market Value of such InvestmentsInvestment at the time such Investment is made); provided that (A) the aggregate amount of Investments made pursuant to this clause (iv) shall not exceed the greater of (x) $20,000,000 and (y) 4.00% of Consolidated Total Assets (measured as of the date such Investment is made (and after giving Pro Forma Effect thereto)) at any time outstanding and (B) any Investment in the form of Indebtedness of any Foreign Subsidiary Credit Party owed to any non-Credit Party shall be on subordination terms no less favorable to the Lenders than the subordination terms set forth in anthe Intercompany Note and (v) by the Parent Borrower or any other Subsidiary of its Restricted Subsidiaries in lieu of Restricted Payments permitted under Section 7.05 (it being understood that such Investments shall be deemed Restricted Payments for the Borrowerpurposes of compliance with Section 7.05); (gj) Permitted Foreign Subsidiary InvestmentsInvestments consisting of Indebtedness permitted by Section 7.03 (other than clauses (d)(ii), (f) and (i) thereof); (hk) intercompany loans transactions permitted by (i) Section 7.04(c7.01 (other than subclauses (a)(v), (b)(iii), (c)(i), (d) and (f) thereof), (ii) Section 7.02 and (iii) Section 7.05 (other than clauses (if) and (mi ) thereof); (i) Guaranty Obligations incurred by the Acquisitions Parent Borrower or any other Restricted Subsidiary in respect of Indebtedness or other obligations of any Restricted Subsidiary that is permitted by Section 7.02to be incurred under this Agreement, (ii) Guaranty Obligations incurred in the ordinary course of business in respect of obligations (other than Total Funded Debt) to suppliers, customers, franchisees, lessors, licensees, sublicensees or distribution partners and (iii) Investments in the ordinary course of business consisting of (I) endorsements for collection or deposit and (II) customary trade arrangements with customers consistent with past practices; (ji) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and (l) other Investments by the Parent Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, Restricted Subsidiary,; provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative aggregate amount of all such Investments that are so made pursuant to this subpart clause (m) (valued at the time of the making thereof, and without giving effect to any write downs or write offs thereof) and outstanding at any time shall not exceed an aggregate of $5,000,000, (taking into account the repayment of any loans or advances comprising comprising, or any other returns in respect of, such Investments) shall not exceed an amount equal to the greater of (x) $20,000,000 and (y) 4.00% of Consolidated Total Assets (measured as of the date such Investment is made (and after giving Pro Forma Effect thereto)) and (ii) so long as no Event of Default has occurred and is continuing or would result therefrom, Investments by the Parent Borrower or any Restricted Subsidiary in an amount not to exceed the Available Amount at the time of the making of such Investment (measured as of the date such Investment is made); (n) the Parent Borrower may make an Investment or incur a Guaranty Obligation with respect to any Parent Entity that could otherwise be made as a Restricted Payment under Section 7.05, so long as the amount of such loanInvestment or Guaranty Obligation, as applicable, is deducted from the amount available to be made as a Restricted Payment under the applicable clause of Section 7.05; (o) Guaranty Obligations by the Parent Borrower or any Restricted Subsidiary of leases (other than CapitalizedFinance Lease Obligations) or of other obligations incurred in the ordinary course of business that do not constitute Indebtedness, in each case entered into in the ordinary course of business; (p) to the extent constituting Investments, the Transactions; (q) Investments held by any Person acquired by the Parent Borrower or a Restricted Subsidiary after the ClosingThird Amendment Effective Date or of any Person merged into the Parent Borrower or merged, amalgamated or consolidated with a Restricted Subsidiary, in each case, in accordance with Section 7.01 after the ClosingThird Amendment Effective Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger, amalgamation or consolidation and were in existence on the date of such acquisition, merger, amalgamation or consolidation; (r) the forgiveness or conversion to equity of any Indebtedness owed by the Parent Borrower or any Restricted Subsidiary and permitted by Section 7.03; (s) Subsidiaries of the Parent Borrower may be established or created (but any Investment in such Subsidiary must be made in accordance with the other provisions of Section 7.01 or this Section 7.04, as applicable) if the Parent Borrower and such Subsidiary comply with the applicable requirements of Section 6.09 and Section 6.10, if applicable; provided that, in each case, to the extent such new Subsidiary is created solely for the purpose of consummating a transaction pursuant to an Acquisition permitted by Section 7.01 or an Investment otherwise permitted under this Section 7.04, and such new Subsidiary at no time holds any assets or liabilities other than any Consideration contributed to it contemporaneously with the closing of such transactions, such new Subsidiary shall not be required to take the actions set forth in Section 6.09 and Section 6.10, as applicable, until the respective acquisition or Investment is consummated (at which time the surviving entity of the respective transaction shall be required to so comply in accordance with the provisions thereof); (t) Investments constituting Permitted Acquisitions to the extent permitted by Section 7.01(l); (u) intercompany Investments in connection with reorganizations and related activities related to tax planning and reorganizations; provided that, after giving effect to any such reorganization and related activities and Investments, the security interest of the Lenders onin the Collateral, taken as a whole, is not materially impaired; (v) Investments in any Term Loans in accordance with Section 10.06(h) or Section 2.13(a)(iv); and (w) Investments arising as a result of Sale and Lease-Back Transactions.; and (x) Investments if, immediately after giving Pro Forma Effect to such Restricted Payment, the Total Net Leverage Ratio shall be less than 2.00 to 1.00.

Investments and Guaranty Obligations. The Borrower No Credit Party will, nor will not, and will not any Credit Party permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by the Borrower or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Borrower and its Subsidiaries may acquire and hold receivables and similar items owing to them in the extent ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not permitted by exceed $2,000,000 at any of the other subparts in this Section, time; (f) Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto; (dg) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Subsidiaries in favor of the Administrative Agent, each the LC Issuer, Issuers and the Lenders and/or the and any other benefited creditors under any Designated Hedge Creditors Agreements pursuant to the Loan Documents; (eh) Investments of the Borrower and its Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (i) existing as of the Closing Date of the Borrower or any of its Subsidiaries in any Subsidiary existing as of the Closing DateSubsidiary, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date, (iii) of any Domestic Credit Party constituting Permitted Foreign Subsidiary Loans and Investments, (iv) by the Borrower in any other Domestic Credit Party (other than the Borrower) CAH made after the Closing Date, or so long as the aggregate amount of all such investments in CAH by the Borrower does not, at any time, exceed $3,000,000, and (ivvi) Investments of any Foreign Subsidiary of the Borrower that is not a Subsidiary Guarantor in any other wholly-owned Subsidiary of the BorrowerBorrower that is not a Subsidiary Guarantor; (g) Permitted Foreign Subsidiary Investments; (hj) intercompany loans and advances permitted by Section 7.04(c‎Section 7.04(e); (ik) the Acquisitions permitted by Section 7.02‎Section 7.02(e); (jl) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness that is permitted by Section ‎Section 7.04; (k) ; provided that any such Guaranty Obligation incurred by any Foreign Subsidiary with respect must be limited in recourse to the guarantor thereunder to the same extent, if any, that the Indebtedness of another Foreign Subsidiaryso guarantied is limited in recourse to the primary obligor thereunder; and (lm) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such Investments.

Investments and Guaranty Obligations. The Borrower will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, customary trade arrangements with customers consistent with past practices, or any similar transaction in the normal course of business; (c) to the extent not permitted by any of the other subparts in this Section, Investments existing as of the Closing Date and described in Schedule 7.05; (d) any Guaranty Obligations of the Borrower or any Restricted Subsidiary in favor of the Administrative Agent, each LC Issuer, the Lenders Lenders, the Bank Product Providers and/or the Designated Hedge Creditors pursuant to the Loan Documents; (e) Investments in Interest Rate Protection Agreements; (f) Investments (i) of the Borrower or any of its Restricted Subsidiaries in any Restricted Subsidiary existing as of the Closing Date, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date, (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (iv) Investments of any Foreign Subsidiary in any other Restricted Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (h) intercompany loans permitted by Section 7.04(c); (i) the Acquisitions permitted by Section 7.02; (j) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and; (l) other Investments by the Borrower or any Restricted Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of the greater of (x) $5,000,00037,500,000 and (y) 30% of Consolidated EBITDA for the most recently ended Testing Period for which financial statements have been delivered or were required to be delivered, taking into account the repayment of any loans or advances comprising such Investments; (m) Investments in Unrestricted Subsidiaries and Similar Businesses in an aggregate principal amount not to exceed the greater of (x) $37,500,000 and (y) 30% of Consolidated EBITDA for the most recently ended Testing Period for which financial statements have been delivered or were required to be delivered at any time outstanding; (n) the Borrower may declare and pay or make additional Investments so long as, on a Pro Forma Basis after giving effect thereto, (i) no Event of Default shall have occurred or be continuing and (ii) immediately after giving effect thereto on a Pro Forma Basis as of the last day of the most recently ended fiscal quarter of the Borrower for which financial statements were required to have been delivered pursuant to Section 6.01, the Total Net Leverage Ratio does not exceed 3.40 to 1.00; (o) the Borrower may declare and pay or make additional Investments in an aggregate amount not to exceed the Available Amount so long as, on a Pro Forma Basis after giving effect thereto, (i) no Event of Default shall have occurred or be continuing and (ii) immediately after giving effect thereto on a Pro Forma Basis as of the last day of the most recently ended fiscal quarter of the Borrower for which financial statements were required to have been delivered pursuant to Section 6.01, the Total Net Leverage Ratio does not exceed 4.70 to 1.00; (p) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and other Investments received in connection with the bankruptcy or reorganization of, or settlement, satisfaction or partial satisfaction of delinquent accounts or disputes with, customers and suppliers; (q) Investments in connection with any Permitted Organizational Restructuring; (r) to the extent constituting Investments, Capped Call Transactions, Convertible Bond Hedge Transactions and Warrant Transactions entered into in connection with Convertible Bond Indebtedness; and (s) additional Investments by any Loan Party in any Future Escrow Subsidiary constituting Additional Escrow Amounts with respect to such Future Escrow Subsidiary. For purposes of determining compliance with this Section 7.05: (i) in the event that an Investment (or any portion thereof) meets the criteria of more than one of the categories of permitted Investments described in clauses (a) through (o) above, the Borrower, in its sole discretion, will classify and may reclassify such Investment (or any portion thereof) and will only be required to include the amount and type of such Investment in one of the above clauses; and (ii) at the time of the Investment, the Borrower will be entitled to divide and classify an Investment in more than one of the types of Investments described in this Section 7.05.

Investments and Guaranty Obligations. The Borrower will not, and nor will not the Borrower permit any of its Subsidiaries to, directly or indirectly, indirectly (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by the Borrower or any of its Subsidiaries in cash and Cash Equivalents; (b) (i) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business and (ii) asset purchases (including purchases of inventory, Intellectual Property, supplies and materials), the lease of any asset and the licensing of any Intellectual Property, in each case, in the ordinary course of business; (c) the Borrower and its Subsidiaries may acquire and hold receivables and similar items owing to them in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to (i) employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business and (ii) loans and advances made in the ordinary course of business by any Credit Party to any Affiliated Dental Practice, and reimbursable by such Affiliated Dental Practice, pursuant to the extent not permitted by any terms of the other subparts applicable Management Service Agreement, provided the aggregate outstanding amount of all such loans and advances referred to in this Sectionclauses (i) and (ii) above shall not exceed $2.5 million at any time and (iii) to finance the purchase of Equity Interests of Holdings (or any Parent Entity thereof); provided that the amount of such loans and advances used to acquire such Equity Interest shall be contributed to the Holdings in cash as common equity and, in turn, promptly contributed to the Borrower; (f) Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto; (dg) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Subsidiaries in favor of the Administrative Agent, each LC Issuer, Issuer and the Lenders and/or the and any other Benefited Creditors under any Cash Management Agreement, Designated Hedge Creditors Agreements or in respect of any other Obligations, in each case, pursuant to the Loan Documents; (e) Investments in Interest Rate Protection Agreements; (f) Investments (i) of the Borrower or any of its Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date, (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (iv) Investments of any Foreign Subsidiary in any other Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (h) intercompany loans permitted by Section 7.04(c); (i) the Acquisitions permitted by Section 7.02; (j) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and (l) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such Investments.

Investments and Guaranty Obligations. The Parent Borrower will not, and nor will not the Parent Borrower permit any of its Restricted Subsidiaries to, directly or indirectly, to (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty ObligationsObligations (to the extent constituting Investments), except: (a) Investments by the Parent Borrower or any of its Restricted Subsidiaries in cash and Cash Equivalents; (b) (i) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business and (ii) asset purchases (including purchases of inventory, Intellectual Property, supplies and materials), the lease of any asset and the licensing of any Intellectual Property, in each case, in the ordinary course of business; (c) the Parent Borrower and its Restricted Subsidiaries may acquire and hold receivables and similar items owing to them in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans, advances and other extensions of credit to officers, directors and employees of the Parent Borrower or the Restricted Subsidiaries (i) for reasonable and customary business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, (ii) in connection with such Person’s purchase of Capital Stock of the Parent Borrower; provided that the amount of such loans and advances used to acquire such Capital Stock shall be contributed to the extent Parent Borrower in cash as common equity and (iii) for purposes not permitted by described in the foregoing clauses (i) and (ii), in an aggregate principal amount outstanding at any of the other subparts in this Section, time under clause (iii) not to exceed $5.0 million; (f) Investments existing as of the Closing Date and described in on Schedule 7.057.04 hereto and any modification, replacement, renewal, reinvestment or extension thereof; provided that the amount of any Investment permitted pursuant to this Section 7.04(f) is not increased from the amount of such Investment on the Closing Date except pursuant to the terms of such Investment as of the Closing Date or as otherwise permitted by this Section 7.04; (dg) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Restricted Subsidiaries in favor of the Administrative Agent, each LC Issuer, Issuer and the Lenders and/or the and any other Secured Creditors under any Cash Management Agreement, Designated Hedge Creditors Agreements or in respect of any other Obligations, in each case, pursuant to the Loan Documents; (eh) Investments of the Parent Borrower and its Restricted Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (i) of by the Parent Borrower or any of its Restricted Subsidiaries in any Subsidiary existing as of the Closing DateDate and any modification, renewal or extension thereof; provided that the amount of any Investment permitted pursuant to this Section 7.04(i)(i) is not increased from the amount of such Investment on the Closing Date except pursuant to the terms of such Investment as of the Closing Date or as otherwise permitted by this Section 7.04, (ii) of the Borrower in by any Domestic Restricted Subsidiary that is not a Credit Party made after the Closing Datein any Credit Party or in any Restricted Subsidiary that is not a Credit Party, (iii) of by any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing DateParty, or (iv) by any Credit Party into any Restricted Subsidiary that is not a Credit Party (valued at the Fair Market Value of such Investments at the time such Investment is made); provided that the aggregate amount of Investments made pursuant to this clause (iv) shall not exceed at any Foreign Subsidiary in any other Subsidiary time outstanding the greater of (x) $20.0 million and (y) 2.0% of Consolidated Total Assets of Parent Borrower (measured as of the Borrowerdate such Investment is made (and after giving Pro Forma Effect thereto) and (v) by the Parent Borrower or any of its Restricted Subsidiaries in lieu of Restricted Payments permitted under Section 7.05 (it being understood that such Investments shall be deemed Restricted Payments for the purposes of compliance with Section 7.05); (gj) Permitted Foreign Subsidiary InvestmentsInvestments consisting of Indebtedness permitted by Section 7.03; (hk) intercompany loans transactions permitted by Section 7.04(c7.01 (other than clause (c) thereof), Section 7.02, Section 7.05 (other than clause (b)(ii) thereof) and Section 7.08; (i) Guaranty Obligations incurred by the Acquisitions Parent Borrower or any other Restricted Subsidiary in respect of Indebtedness or other obligations of the Parent Borrower or any other Restricted Subsidiary that is permitted by Section 7.02to be incurred under this Agreement, (ii) Guaranty Obligations incurred in the ordinary course of business in respect of obligations to suppliers, customers, franchisees, lessors, licensees, sublicensees or distribution partners and (iii) Investments in the ordinary course of business consisting of Article III endorsements for collection or deposit and Article IV customary trade arrangements with customers consistent with past practices; (jm) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by Section 7.04; (ki) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and (l) other Investments by the Parent Borrower or any Restricted Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subpartsParent Borrower, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative aggregate amount of all such Investments that are so made pursuant to this subpart clause (m) (valued at the time of the making thereof, and without giving effect to any write downs or write offs thereof) and outstanding at any time shall not exceed an aggregate of $5,000,000, (taking into account the repayment of any loans or advances comprising comprising, or any other returns in respect of, such Investments.) shall not exceed an amount equal to (i) the greater of (x) $30.0 million and (y) 3.0% of Consolidated Total Assets of the Parent Borrower (measured as of the date such Investment is made (and after giving Pro Forma Effect thereto) and (ii) so long as no Event of Default has occurred and is continuing or would result therefrom, Investments by the Parent Borrower or any Restricted Subsidiary in an amount not to exceed the Available Amount at the time of the making of such Investment; (n) Parent Borrower may make an Investment or incur a Guaranty Obligation with respect to any Parent Entity that could otherwise be made as a Restricted Payment under Section 7.05, so long as the amount of such loan is deducted from the amount available to be made as a Restricted Payment under the applicable clause of Section 7.05; (o) Guaranty Obligations by the Parent Borrower or any Restricted Subsidiary of leases (other than Capitalized Lease Obligations) or of other obligations incurred in the ordinary course of business that do not constitute Indebtedness, in each case entered into in the ordinary course of business; (p) to the extent constituting Investments, the Transactions; (q) Investments held by any Person acquired by the Parent Borrower or a Restricted Subsidiary after the Closing Date or of any Person merged into the Parent Borrower or merged, amalgamated or consolidated with a Restricted Subsidiary, in each case, in accordance with Section 7.01 after the Closing Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger, amalgamation or consolidation and were in existence on the date of such acquisition, merger, amalgamation or consolidation; (r) the forgiveness or conversion to equity of any Indebtedness owed by the Parent Borrower or any Restricted Subsidiary and permitted by Section 7.03; (s) Subsidiaries of the Parent Borrower may be established or created (but any Investment in such Subsidiary must be made in accordance with the other provisions of Section 7.01 or Section 7.04, as applicable) if the Parent Borrower and such Subsidiary comply with the applicable requirements of Section 6.09 and Section 6.10, if applicable; provided that, in each case, to the extent such new Subsidiary is created solely for the purpose of consummating a transaction pursuant to an Acquisition permitted by Section 7.01 or Investment other permitted under this Section 7.04, and such new Subsidiary at no time holds any assets or liabilities other than any Consideration contributed to it contemporaneously with the closing of such transactions, such new Subsidiary shall not be required to take the actions set forth in Section 6.09 and Section 6.10, as applicable, until the respective acquisition or Investment is consummated (at which time the surviving entity of the respective transaction shall be required to so comply in accordance with the provisions thereof); (t) Investments constituting Permitted Acquisitions to the extent permitted by Section 7.01(l); (u) intercompany Investments in connection with reorganizations and related activities related to tax planning and reorganizations; provided that, after giving effect to any such reorganization and related activities, the security interest of the Lenders on the Collateral, taken as a whole, is not materially impaired; (v) Investments in any Term Loans in accordance with Sections 11.06(g) or Section 2.15(a)(v); and

Investments and Guaranty Obligations. The Borrower No Credit Party will, nor will not, and will not any Credit Party permit any of its Restricted Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by the Borrower or any of its Restricted Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Borrower and its Restricted Subsidiaries may acquire and hold receivables and similar items owing to them in the extent ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not permitted by exceed $500,000 at any of the other subparts in this Section, time; (f) Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto; (dg) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Restricted Subsidiaries in favor of the Administrative Agent, each LC Issuer, Issuer and the Lenders and/or the and any other benefited creditors under any Designated Hedge Creditors Agreements pursuant to the Loan Documents; (eh) Investments of the Borrower and its Restricted Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (iA) of the Borrower or any of its Restricted Subsidiaries in any Subsidiary existing as of the Closing Date, (iiB) of the Borrower or any of its Restricted Subsidiaries in any Domestic Credit Party made after the Closing Date, (iiiC) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (ivD) constituting Permitted Non-Loan Party Loans and Investments in an aggregate amount not to exceed, together with Indebtedness permitted pursuant to Sections 7.04(c), (d) and (h), at the time of the making of such Investment and after giving effect thereto, an amount equal to 25% of Adjusted Consolidated EBITDA as of the last day of the Testing Period most recently ended; (j) Investments of any Foreign Subsidiary Non-Loan Party in any other Restricted Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (hk) intercompany loans and advances permitted by Section 7.04(c7.04(e); (il) the Acquisitions permitted by Section 7.02Permitted Acquisitions; (jm) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness that is permitted by Section 7.04; (kn) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness Investments arising as a result of another Foreign Subsidiary; andPermitted Receivables Financings; (lo) other so long as no Event of Default has occurred and is continuing or would result therefrom on a Pro Forma Basis, Investments by the Borrower or any Restricted Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subpartsan aggregate amount, provided that (i) as valued at cost at the time each such Investment is made and including all related commitments for future advances, not exceeding the Available Amount immediately prior to the time of the making of any such Investment no Default Investment; (p) Investments constituting deposits made in connection with the purchase of goods or Event services in the ordinary course of Default shall have occurred business; (q) Investments consisting of promissory notes and be continuingother non-cash consideration, in each case received in connection with Asset Sales permitted by Section 7.02; provided that the applicable Credit Party complies with the requirements of the Security Agreement with respect to any such promissory notes or would result therefrom, other instruments; (r) Investments in the ordinary course of business consisting of Article 3 endorsements for collection or deposit and Article 4 customary trade arrangements with customers consistent with past practices; and (iis) advances of payroll payments to employees in the maximum cumulative amount ordinary course of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such Investmentsbusiness.

Investments and Guaranty Obligations. The Borrower No Credit Party will, nor will not, and will not any Credit Party permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by the Borrower or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Borrower and its Subsidiaries may acquire and hold receivables and similar items owing to them in the extent ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not permitted by exceed $1,000,000 at any of the other subparts in this Section, time; (f) Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto; (dg) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Subsidiaries in favor of the Administrative Agent, each the LC Issuer, Issuer and the Lenders and/or the and any other benefited creditors under any Designated Hedge Creditors Agreements pursuant to the Loan Documents; (eh) Investments of the Borrower and its Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (i) existing as of the Closing Date of the Borrower or any of its Subsidiaries in any Subsidiary existing as of the Closing DateSubsidiary, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date, (iii) of any Domestic Credit Party constituting Permitted Foreign Subsidiary Loans and Investments, (iv) by the Borrower in any other Domestic Credit Party (other than the Borrower) CAH made after the Closing Date, or so long as the aggregate amount of all such investments in CAH by the Borrower does not, at any time, exceed $3,000,000, and (ivvi) Investments of any Foreign Subsidiary of the Borrower that is not a Subsidiary Guarantor in any other wholly-owned Subsidiary of the BorrowerBorrower that is not a Subsidiary Guarantor; (g) Permitted Foreign Subsidiary Investments; (hj) intercompany loans and advances permitted by Section 7.04(c7.04(e); (ik) the Acquisitions permitted by Section 7.027.02(e); (jl) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness that is permitted by Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and (lm) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,0002,500,000, taking into account the repayment of any loans or advances comprising such Investments.

Investments and Guaranty Obligations. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) to the extent not permitted by any of the other subparts in this Section, Investments existing as of the Closing Date and described in Schedule 7.05; (d) any Guaranty Obligations of the Borrower or any Subsidiary in favor of the Administrative Agent, each LC Issuer, the Lenders Lenders, the Bank Product Providers and/or the Designated Hedge Creditors pursuant to the Loan Documents; (e) Investments in Interest Rate Protection Agreements; (f) Investments (i) of the Borrower or any of its Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date, (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (iv) Investments of any Foreign Subsidiary in any other Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (h) intercompany loans permitted by Section 7.04(c); (i) the Acquisitions permitted by Section 7.02; (j) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by Section 7.04;; LEGAL02/37021070v10 -86- (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and (l) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,00010,000,000, taking into account the repayment of any loans or advances comprising such Investments.

Investments and Guaranty Obligations. The Borrower Borrowers will not, and will not permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by any Borrower or any Subsidiaries in cash and Cash Equivalents;; and (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business;; and (c) the Borrowers and their Subsidiaries may acquire and hold receivables and similar items owing to them in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; and (d) any Permitted Creditor Investment; and (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not exceed $1,000,000 at any time; and (f) to the extent not permitted by any of the other subparts in this Section, Investments existing as of the Closing Date and described in on Schedule 7.05;7.05 hereto; and (dg) any Guaranty Obligations of the any Borrower or any Subsidiary in favor of the Administrative Agent, each LC Issuer, Issuer and the Lenders and/or the and any other benefited creditors under any Designated Hedge Creditors Agreements pursuant to the Loan Documents;; and (eh) Investments of the Borrowers and their Subsidiaries in Interest Rate Protection Agreements;Hedge Agreements permitted to be entered into pursuant to this Agreement; and (fi) Investments (i) of the any Borrower or any of its Subsidiaries Subsidiary in any Subsidiary existing as of the Closing Date, (ii) of the any Borrower in any Domestic Credit Loan Party made after the Closing Date, (iii) of any Domestic Credit Loan Party in any other Domestic Credit Loan Party (other than the a Borrower) made after the Closing Date, or (iv) constituting Permitted Foreign Subsidiary Loans and Investments; and (j) Investments of any Foreign Subsidiary in any other Subsidiary of the Borrower;Subsidiary; and (g) Permitted Foreign Subsidiary Investments; (hk) intercompany loans and advances permitted by Section 7.04(c7.04(d);; and (il) the Acquisitions permitted by Section 7.02;; and (jm) any Guaranty Obligation incurred by any Domestic Credit Loan Party with respect to Indebtedness of another Domestic Credit Loan Party which Indebtedness is permitted by Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and (ln) Investments constituting Restricted Payments permitted pursuant to Section 7.06; and (o) other Investments by the any Borrower or any Subsidiary of the Borrower in any other Person (other than the a Borrower or any of its SubsidiariesSubsidiary) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such Investments.

Investments and Guaranty Obligations. The Borrower No Credit Party will, nor will not, and will not any Credit Party permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by the Borrower or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Borrower and its Subsidiaries may acquire and hold receivables and similar items owing to them in the extent ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not permitted by exceed $1,000,000 at any of the other subparts in this Section, time; (f) Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto; (dg) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Subsidiaries in favor of the Administrative Agent, each LC Issuer, Issuer and the Lenders and/or the and any other benefited creditors under any Designated Hedge Creditors Agreements or with respect to Designated Bank Services Obligations pursuant to the Loan Documents; (eh) Investments of the Borrower and its Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (i) of the Borrower or any of its Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date, (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (iv) Investments of any Foreign Subsidiary in any other Subsidiary Subsidiaries; provided that, loans and investments by a Credit Party to or in a Non-Credit Party made on or after the Closing Date (A) shall not exceed at any time, in the aggregate amount of $3,000,000, and (B) such loans and investments are subject to the BorrowerIntercompany Subordination Agreement; (g) Permitted Foreign Subsidiary Investments; (h) intercompany loans permitted by Section 7.04(c); (ij) the Acquisitions permitted by Section 7.02; (j) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by Section 7.047.02(g); (k) any Guaranty Obligation incurred by any Foreign Subsidiary Credit Party with respect to Indebtedness of another Foreign Subsidiary; andCredit Party that is permitted by Section 7.04; (l) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not otherwise permitted pursuant to the foregoing subpartsthis Section 7.05, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate amount of $5,000,0003,000,000, taking into account the repayment of any loans or advances comprising such Investments; (m) Investments constituting deposits made in connection with the purchase of goods or services in the ordinary course of business; (n) promissory notes and other non-cash consideration received in connection with Asset Sale permitted by Section 7.02; (o) Investments in the ordinary course of business, consisting of (i) endorsements for collection or deposit, (ii) customary trade arrangements with customers, (iii) customary trade arrangements with vendors and suppliers in an aggregate outstanding amount not in excess of $3,000,000, (iv) advances of payroll payments to employees or other advances of salaries or compensation (including advances against commissions) to employees and sales representatives and (v) Investments maintained in connection with any Credit Party’s deferred compensation plan; (p) [reserved]; (q) Investments held by a Person that is acquired and becomes a Subsidiary after the Closing Date and in accordance with this Section 7.05 and/or Section 7.02, as applicable, to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger, amalgamation or consolidation, and were in existence on the date of such acquisition, merger, amalgamation or consolidation; (r) so long as (x) no Default or Event of Default shall have occurred and be continuing or would result therefrom, (y) the Borrower is in pro forma covenant compliance with the financial covenants set forth in Section 7.07 (it being understood that the Consolidated Net Leverage Ratio permitted at the time by Section 7.07(a) shall be deemed to be 0.50x less than the ratio actually provided for in Section 7.07(a) at such time), and (z) immediately after giving effect to such Investment, the Credit Parties’ unrestricted cash and Cash Equivalents shall be no less than $10,000,000, Investments made with the portion, if any, of the Available Amount on the date that the Borrower elects to apply all or a portion thereof to this Section 7.05(r); (s) Investments to the extent that payment for such Investments is made by the issuance of Equity Interests (other than Disqualified Equity Interests) of Holdings; and (t) so long as no Default or Event of Default shall have occurred and be continuing or would result therefrom, other Investments if immediately after giving effect thereto, the Consolidated Net Leverage Ratio, on a pro forma basis, as of the most recent date on which a Compliance Certificate was delivered pursuant to Section 6.01(c) (or, prior to the first delivery thereof, compliance to be determined on the basis of the most recent financial statements delivered prior to the Closing Date), shall be less than 1.00 to 1.00.

Investments and Guaranty Obligations. The Borrower will not, and nor will not permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by the Borrower or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the creation and holding by the Borrower and its Subsidiaries of receivables and similar items owing to them in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not exceed $2,500,000 at any time; (f) to the extent not permitted by any of the other subparts in this Section, Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto; (dg) any Guaranty Obligations of the Borrower or any Subsidiary in favor of the Administrative Agent, each LC Issuer, Agent and the Lenders and/or the in respect of any Designated Hedge Creditors Agreement pursuant to the Loan Documents; (eh) Investments of the Borrower and its Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (i) of the Borrower or any of its Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date, (iiiii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (iviii) constituting Permitted Foreign Subsidiary Loans and Investments; (j) Investments of any Foreign Subsidiary in any other Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (hk) intercompany loans and advances permitted by Section 7.04(c7.04(e); (il) the Acquisitions permitted by Section 7.02; (jm) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party Party, or (ii) by the Borrower of any Indebtedness of any of its Subsidiaries, in each case which Indebtedness is permitted by Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and (ln) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its then existing Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of (i) $5,000,000, 160,000,000 less (ii) the aggregate amount of Investments identified on Section A of Schedule 7.05 hereto taking into account the repayment of any loans or advances comprising such Investments; and (o) any Guaranty Obligations of the Borrower or any Subsidiary (i) constituting Indebtedness permitted pursuant to Section 7.04(c) and (ii) with respect to Indebtedness incurred pursuant to Section 7.04(l).

Investments and Guaranty Obligations. The Borrower No Credit Party will, nor will not, and will not any Credit Party permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by Holdings or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Borrower and its Subsidiaries may acquire and hold receivables and similar items owing to them in the extent ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances by the Borrower and its Subsidiaries to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not permitted by exceed $500,000 at any time; (f) Investments of the other subparts in this Section, Investments Borrower and its Subsidiaries existing as of the Closing Date and described in on Schedule 7.057.05(a) hereto; (dg) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Subsidiaries in favor of the Administrative Agent, each LC Issuer, Agent and the Lenders and/or the and any other Benefited Creditors under any Designated Hedge Creditors Agreements pursuant to the Loan Documents; (eh) Investments of the Borrower and its Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (i) of the Borrower or any of its Subsidiaries in any Subsidiary of the Borrower existing as of the Closing DateDate and scheduled on Schedule 7.05(b) hereto, (ii) of the Borrower in any Domestic Credit Party (other than Holdings) made after the Closing Date, (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the BorrowerBorrower and Holdings) made after the Closing Date, or (iv) constituting Permitted Non-Credit Party Loans and Investments; (j) Investments of any Foreign Subsidiary that is not a Subsidiary Guarantor in any other Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (hk) intercompany loans and advances permitted by Section 7.04(c7.04(e); (il) the Acquisitions permitted by Section 7.027.02(h); (jm) any Guaranty Obligation incurred by any Domestic Credit Party (other than Holdings) with respect to Indebtedness of another Domestic Credit Party which Indebtedness (other than Holdings) that is permitted by Section 7.04; (kn) Consolidated Capital Expenditures; (o) Prepaid expenses or lease, utility and other similar deposits by the Borrower and its Subsidiaries made in the ordinary course of business; (p) promissory notes and other non-cash consideration by the Borrower and its Subsidiaries received in connection with dispositions of assets to the extent permitted by Section 7.02; (q) Subsidiaries of the Borrower may be established or created, if, to the extent applicable, the Borrower and such Subsidiaries comply with the provisions of Section 6.08 and Section 6.09; (r) other Investments of the Borrower and its Subsidiaries in an aggregate amount not to exceed $2,500,000 at any Guaranty Obligation incurred by time outstanding; (s) Investments of Holdings pursuant to any Foreign Subsidiary with respect to Indebtedness of another Foreign SubsidiaryPermitted Bond Hedge Transaction; and (lt) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date cash and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such InvestmentsCash Equivalents.

Investments and Guaranty Obligations. The Borrower No Credit Party will, nor will not, and will not any Credit Party permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by the Borrower or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Borrower and its Subsidiaries may acquire and hold receivables and similar items owing to them in the extent ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not permitted by exceed $5,000,000 at any of the other subparts in this Section, time; (f) Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto; (dg) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Subsidiaries in favor of the Administrative Agent, each LC Issuer, Issuer and the Lenders and/or the and any other benefited creditors under any Designated Hedge Creditors Agreements pursuant to the Loan Documents; (eh) Investments of the Borrower and its Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (i) of the Borrower or any of its Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date, (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (iv) of the Borrower or any of its Subsidiaries in an Excluded Subsidiary made after the Closing Date so long as such Excluded Subsidiary continues to constitute an Excluded Subsidiary immediately following any such Investment and (v) constituting Permitted Foreign Subsidiary Loans and Investments; (j) Investments of any Foreign Subsidiary in any other Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (hk) intercompany loans and advances permitted by Section 7.04(c7.04(e); (il) the Acquisitions permitted by Section 7.027.02(e); (jm) any Guaranty Obligation (i) incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness that is permitted by Section 7.04; 7.04 or (kii) any Guaranty Obligation incurred by any Foreign Subsidiary of the Borrower with respect to Indebtedness referred to in clause (ii) of another the definition of Permitted Foreign Subsidiary Loans and Investments; (n) Investments of any Person that becomes a Subsidiary of the Borrower after the Closing Date or consolidates, merges or amalgamates with Borrower or any Subsidiary of Borrower after the Closing Date, in each case pursuant to a transaction otherwise permitted by this Section 7.05; provided that (i) such Investments exist at the time such Person is acquired, (ii) such Investments are not made in anticipation or contemplation of such Person becoming a Subsidiary, and (iii) such Investments are not directly or indirectly recourse to the Borrower or any of its Subsidiaries or any of the assets of the Borrower or any of its Subsidiaries, other than to the Person that becomes a Subsidiary; and (lo) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such Investments.

Investments and Guaranty Obligations. The Borrower No Credit Party will, nor will not, and will not any Credit Party permit any of its Restricted Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by the Parent Guarantor or any of its Restricted Subsidiaries in cash and cash, Cash EquivalentsEquivalents or Investment Grade Securities; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Parent Guarantor and its Restricted Subsidiaries may acquire and hold receivables and similar items owing to them in the extent ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to officers, directors, consultants, managers and employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided, the aggregate outstanding amount of all such loans and advances shall not permitted by exceed $5,000,000 at any of the other subparts in this Section, time; (f) Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto; (dg) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Restricted Subsidiaries in favor of the Administrative Agent, each LC Issuer, the Lenders and/or the Designated Hedge Secured Creditors pursuant to the Loan Documents; (eh) Investments of the Parent Guarantor and its Restricted Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (iA) of the Borrower Parent Guarantor or any of its Restricted Subsidiaries in any Subsidiary existing as of the Closing DateDate (including in connection with the Transactions), (iiB) of the Borrower Parent Guarantor or any of its Restricted Subsidiaries in any Domestic U.S. Credit Party made after the Closing Date, (iiiC) of any Domestic Non-U.S. EMEA Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (ivD) Investments of any Foreign Subsidiary Non-Credit Party in any other Subsidiary Non-Credit Party, (E) of the Borrower; (gx) Permitted Foreign Subsidiary Investments; U.S. Credit Parties in Non-U.S. EMEA Credit Parties or (hy) of Credit Parties in Non-Credit Parties, in each case under this clause (E) either (I) constituting intercompany loans permitted by Section 7.04(c7.04(e) or (II) in an aggregate amount not to exceed the greater of (x) $100,000,000 and (y) an amount equal to 20% of Pro Forma EBITDA for the #4842-1976-9300 #4848-6974-4858 most recently ended Testing Period and (F) any transfer pricing arrangements constituting Investments as in existence on the Closing Date and any other transfer pricing arrangements consistent with past practice; (j) Investments of any Non-Credit Party in any other Restricted Subsidiary of the Parent Guarantor; (k) intercompany loans and advances permitted by Section 7.04(e); (il) the Acquisitions permitted by Section 7.02[reserved]; (jm) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness that is permitted by Section 7.04; (kn) [reserved]; (o) [reserved]; (p) Investments constituting deposits made in connection with the purchase of goods or services in the ordinary course of business; (q) Investments consisting of promissory notes and other non-cash consideration, in each case received in connection with Asset Sales permitted by Section 7.02; provided, that subject to the Agreed Security Principles, the applicable Credit Party complies with the requirements of the Security Documents of which it is a party with respect to any such promissory notes or other instruments; (r) Investments in the ordinary course of business consisting of Article 3 endorsements for collection or deposit and Article 4 customary trade arrangements with customers consistent with past practices; (s) advances of payroll payments to employees in the ordinary course of business; (t) Investments represented by Permitted Bond Hedge Transactions; (u) Investments in connection with the Transactions; (v) any Guaranty Obligation or indemnity securing liabilities to part-time retirees (Altersteilzeit); (w) any guarantee incurred by in relation to any Foreign Subsidiary part time worker arrangements in accordance with respect to Indebtedness the German Old-Age Employee Part Time Act (Altersteilzeitgesetz) or sections 7(b), 7(e) of another Foreign Subsidiarybook IV of the German Social Act (Sozialgesetzbuch IV); and (lx) other subject to the Infrastructure Reorganization Principles, Investments by among the Borrower or any Subsidiary of Parent Guarantor and/or the Borrower in Restricted Subsidiaries that are necessary to consummate an Infrastructure Reorganization and/or any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted transaction pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such InvestmentsInfrastructure Sale Agreement.

Investments and Guaranty Obligations. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by the Borrower or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the creation and holding by the Borrower and its Subsidiaries of receivables and similar items owing to them in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not exceed $1,500,000 at any time; (f) to the extent not permitted by any of the other subparts in this Section, Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto; (dg) any Guaranty Obligations of the Borrower or any Subsidiary in favor of the Administrative Agent, each LC Issuer, Issuer and the Lenders and/or the and any other benefited creditors under any Designated Hedge Creditors Agreements pursuant to the Loan Documents; (eh) Investments of the Borrower and its Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be to entered into pursuant to this Agreement; (fi) Investments (i) of the Borrower or any of its Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date, (iiiii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (iviii) constituting Permitted Foreign Subsidiary Loans and Investments; (j) Investments of any Foreign Subsidiary in any other Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (hk) intercompany loans and advances permitted by Section 7.04(c7.04(f); (il) the Acquisitions permitted by Section 7.02; (jm) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and (ln) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiariesthen existing Subsidiaries (other than Xxxxxx Captive, Inc.)) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,00025,000,000, taking into account the repayment of any loans or advances comprising such Investments.

Investments and Guaranty Obligations. The Parent Borrower will not, and nor will not the Parent Borrower permit any of its Restricted Subsidiaries to, directly or indirectly, to (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty ObligationsObligations (to the extent constituting Investments), except: (a) Investments by the Parent Borrower or any of its Restricted Subsidiaries in cash and Cash Equivalents; (b) (i) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business and (ii) asset purchases (including purchases of inventory, Intellectual Property, supplies and materials), the lease of any asset and the licensing of any Intellectual Property, in each case, in the ordinary course of business; (c) the Parent Borrower and its Restricted Subsidiaries may acquire and hold receivables and similar items owing to them in the extent not permitted by any ordinary course of the other subparts business and payable or dischargeable in this Section, Investments existing as of the Closing Date and described in Schedule 7.05accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans, advances and other extensions of credit to officers, directors and employees of the Parent Borrower or the Restricted Subsidiaries (i) for reasonable and customary business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, (ii) in connection with such Person’s purchase of Capital Stock of the Parent Borrower; provided that the amount of such loans and advances used to acquire such Capital Stock shall be contributed to the Parent Borrower in cash as common equity and (iii) for purposes not described in the foregoing clauses (i) and (ii), in an aggregate principal amount outstanding at any time under this clause (iii) not to exceed $2,500,000; (f) Investments existing as of the Third Amendment Effective Date and described on Schedule 7.04 hereto and any modification, replacement, renewal, reinvestment or extension thereof; provided that (i) the amount of any Investment permitted pursuant to this Section 7.04(f) is not increased from the amount of such Investment on the Third Amendment Effective Date except pursuant to the terms of such Investment as of the Third Amendment Effective Date or as otherwise permitted by this Section 7.04 and (ii) any Investment in the form of Indebtedness of any Credit Party owed to any non-Credit Party Subsidiary shall be on subordination terms no less favorable to the Lenders than the subordination terms set forth in the Intercompany Note; (g) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Restricted Subsidiaries in favor of the Administrative Agent, each LC Issuer, Issuer and the Lenders and/or the and any other Secured Creditors under any Cash Management Agreement, Designated Hedge Creditors Agreements or in respect of any other Obligations, in each case, pursuant to the Loan Documents; (eh) Investments of the Parent Borrower and its Restricted Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (i) [reserved], (ii) by any Restricted Subsidiary that is not a Credit Party made in any Credit Party or in any Restricted Subsidiary that is not a Credit Party, (iii) by any Credit Party in any other Credit Party, or (iv) by any Credit Party in any Restricted Subsidiary that is not a Credit Party (valued at the Fair Market Value of such Investment at the time such Investment is made); provided that (A) the aggregate amount of Investments made pursuant to this clause (iv) shall not exceed the greater of (x) $20,000,000 and (y) 4.00% of Consolidated Total Assets (measured as of the date such Investment is made (and after giving Pro Forma Effect thereto)) at any time outstanding and (B) any Investment in the form of Indebtedness of any Credit Party owed to any non-Credit Party shall be on subordination terms no less favorable to the Lenders than the subordination terms set forth in the Intercompany Note and (v) by the Parent Borrower or any of its Restricted Subsidiaries in any Subsidiary existing as lieu of Restricted Payments permitted under Section 7.05 (it being understood that such Investments shall be deemed Restricted Payments for the Closing Date, (ii) purposes of the Borrower in any Domestic Credit Party made after the Closing Date, (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (iv) Investments of any Foreign Subsidiary in any other Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (h) intercompany loans permitted by compliance with Section 7.04(c7.05); (i) the Acquisitions permitted by Section 7.02; (j) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Investments consisting of Indebtedness of another Domestic Credit Party which Indebtedness is permitted by Section 7.047.03 (other than clauses (d)(ii), (f) and (i) thereof); (k) any Guaranty Obligation incurred transactions permitted by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and (li) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person Section 7.01 (other than the Borrower or any of its Subsidiariessubclauses (a)(v), (b)(iii), (c)(i), (d) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (iif) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such Investments.thereof),

Investments and Guaranty Obligations. The Borrower Borrowers will not, and will not permit any of its their Subsidiaries to, directly or indirectly, (i1) make or commit to make any Investment or (ii2) be or become obligated under any Guaranty Obligations, except: (a) Investments any Borrower or any of its Subsidiaries may invest in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Borrowers and their Subsidiaries may acquire and hold receivables owing to them in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) investments acquired by the Borrowers or any of their Subsidiaries (i) in exchange for any other investment held by any such Borrower or any such Subsidiary in connection with or as a result of a bankruptcy, workout, reorganization or recapitalization of the issuer of such other investment, or (ii) as a result of a foreclosure by a Borrower or any of its Subsidiaries with respect to any secured investment or other transfer of title with respect to any secured investment in default; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business; (f) to the extent not permitted by any of the other subparts in this Sectionforegoing clauses, Investments existing as of the Closing Date and described in on Schedule 7.05; (d) any Guaranty Obligations of the Borrower or any Subsidiary in favor of the Administrative Agent, each LC Issuer, the Lenders and/or the Designated Hedge Creditors pursuant to the Loan Documents; (e) Investments in Interest Rate Protection Agreements; (f) Investments (i) of the Borrower or any of its Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date, (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (iv) Investments of any Foreign Subsidiary in any other Subsidiary of the Borrower9.5 hereto; (g) Permitted Foreign Subsidiary Investmentsany Guaranty Obligations in favor of the Lenders and any other benefited creditors under any Designated Hedge Agreements pursuant to the Credit Documents; (h) intercompany loans permitted by Section 7.04(c)investments of the Borrowers and their Subsidiaries in Hedge Agreements; (i) existing investments in any Subsidiaries and any additional investments in any Subsidiary Guarantor; (j) intercompany loans and advances; (k) the Acquisitions permitted by Section 7.029.2; (jl) any unsecured Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by Section 7.04Obligation; (km) investments in joint ventures in an aggregate amount not to exceed $15,000,000 in any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiarythe Borrowers' fiscal years; and (ln) other Investments notes held by the a Borrower or any a Subsidiary evidencing a portion of the Borrower in any other Person (other than the Borrower or any purchase price of its Subsidiaries) made after the Closing Date and not permitted an asset disposed of pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such InvestmentsSection 9.2(c).

Investments and Guaranty Obligations. The Borrower No Credit Party will, nor will not, and will not any Credit Party permit any of its Restricted Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by the Borrower or any of its Restricted Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Borrower and its Restricted Subsidiaries may acquire and hold receivables and similar items owing to them in the extent ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not permitted by exceed $500,000 at any of the other subparts in this Section, time; (f) Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto; (dg) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Restricted Subsidiaries in favor of the Administrative Agent, each LC Issuer, Issuer and the Lenders and/or the and any other benefited creditors under any Designated Hedge Creditors Agreements pursuant to the Loan Documents; (eh) Investments of the Borrower and its Restricted Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (iA) of the Borrower or any of its Restricted Subsidiaries in any Subsidiary existing as of the Closing Date, (iiB) of the Borrower or any of its Restricted Subsidiaries in any Domestic Credit Party made after the Closing Date, (iiiC) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, (D) of the Borrower in the Target made on the Closing Date constituting (x) a contribution of proceeds of the Loans or (ivy) a repayment of intercompany Indebtedness in an amount sufficient to repay all amounts owed by the Target under the Target Existing Credit Agreement and fees and expenses incurred in connection therewith, (E) constituting Permitted Non-Credit Party Loans and Investments made after the Closing Date in an aggregate amount not to exceed, at the time of the making of such Investment and after giving effect thereto, an amount equal to 10% of Adjusted Consolidated EBITDA as of the last day of the Testing Period most recently ended for which financial statements have been or were required to be delivered pursuant to Section 6.01(a) or 6.01(b), and (F) any transfer pricing arrangements constituting Investments as in existence on the Closing Date and any other transfer pricing arrangements consistent with past practice; (j) Investments of any Foreign Subsidiary Non-Credit Party in any other Restricted Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (hk) intercompany loans and advances permitted by Section 7.04(c7.04(e); (il) the Acquisitions permitted by Section 7.02Permitted Acquisitions; (jm) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness that is permitted by Section 7.04; (kn) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness Investments arising as a result of another Foreign Subsidiary; andPermitted Receivables Financings; (lo) other so long as no Event of Default has occurred and is continuing or would result therefrom on a Pro Forma Basis, Investments by the Borrower or any Restricted Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subpartsan aggregate amount, provided that (i) as valued at cost at the time each such Investment is made and including all related commitments for future advances, not exceeding the Available Amount immediately prior to the time of the making of any such Investment no Default Investment; (p) Investments constituting deposits made in connection with the purchase of goods or Event services in the ordinary course of Default shall have occurred business; (q) Investments consisting of promissory notes and be continuingother non-cash consideration, in each case received in connection with Asset Sales permitted by Section 7.02; provided that the applicable Credit Party complies with the requirements of the Security Documents with respect to any such promissory notes or would result therefrom, other instruments; (r) Investments in the ordinary course of business consisting of Article 3 endorsements for collection or deposit and Article 4 customary trade arrangements with customers consistent with past practices; and (iis) advances of payroll payments to employees in the maximum cumulative amount ordinary course of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such Investmentsbusiness.

Investments and Guaranty Obligations. The Borrower No Credit Party will, nor will not, and will not any Credit Party permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by Holdings or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Borrower and its Subsidiaries may acquire and hold receivables and similar items owing to them in the extent ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances by the Borrower and its Subsidiaries to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not permitted by exceed $500,000 at any time; (f) Investments of the other subparts in this Section, Investments Borrower and its Subsidiaries existing as of the Closing Date and described in on Schedule 7.057.05(a) hereto; (dg) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Subsidiaries in favor of the Administrative Agent, each LC Issuer, Agent and the Lenders and/or the and any other Benefited Creditors under any Designated Hedge Creditors Agreements pursuant to the Loan Documents; (eh) Investments of the Borrower and its Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (i) of the Borrower or any of its Subsidiaries in any Subsidiary of the Borrower existing as of the Closing DateDate and scheduled on Schedule 7.05(b) hereto, (ii) of the Borrower in any Domestic Credit Party (other than Holdings) made after the Closing Date, (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the BorrowerBorrower and Holdings) made after the Closing Date, or (iv) constituting Permitted Foreign Subsidiary Loans and Investments; (j) Investments of any Foreign Subsidiary that is not a Subsidiary Guarantor in any other Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (hk) intercompany loans and advances permitted by Section 7.04(c7.04(e); (il) the Acquisitions permitted by Section 7.027.02(h); (jm) any Guaranty Obligation incurred by any Domestic Credit Party (other than Holdings) with respect to Indebtedness of another Domestic Credit Party which Indebtedness (other than Holdings) that is permitted by Section 7.04; (kn) Consolidated Capital Expenditures; (o) Prepaid expenses or lease, utility and other similar deposits by the Borrower and its Subsidiaries made in the ordinary course of business; (p) promissory notes and other non-cash consideration by the Borrower and its Subsidiaries received in connection with dispositions of assets to the extent permitted by Section 7.02; (q) Subsidiaries of the Borrower may be established or created, if, to the extent applicable, the Borrower and such Subsidiaries comply with the provisions of Section 6.08 and Section 6.09; or (r) other Investments of the Borrower and its Subsidiaries in an aggregate amount not to exceed $2,500,000 at any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiarytime outstanding.; and (ls) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted Holdings pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such InvestmentsPermitted Bond Hedge Transaction.

Investments and Guaranty Obligations. The Borrower No Credit Party will, nor will not, and will not any Credit Party permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by the Borrower or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Borrower and its Subsidiaries may acquire and hold receivables and similar items owing to them in the extent ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided, the aggregate outstanding amount of all such loans and advances shall not permitted by exceed $750,000 at any of the other subparts in this Section, time; (f) Investments existing as of the Closing Date and described in on Schedule 7.057.05 of the Disclosure Letter; (dg) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Subsidiaries in favor of the Administrative Agent, each LC Issuer, Issuer and the Lenders and/or the and any other benefited creditors under any Designated Hedge Creditors Agreements pursuant to the Loan Documents; (eh) Investments of the Borrower and its Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (i) of the Borrower or any of its Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the Borrower any Credit Party in any Domestic other Credit Party made after the Closing Date, (iii) of any Domestic non-Credit Party in any other Domestic non-Credit Party (other than the Borrower) made after the Closing Date, or Date and (iv) Investments of any Foreign Subsidiary in any other Subsidiary of the BorrowerBorrower in the Borrower or any Credit Party; (g) Permitted Foreign Subsidiary Investments; (hj) intercompany loans and advances permitted by Section 7.04(c7.04(d); (ik) the Acquisitions permitted by Section 7.027.02(g); (jl) any Guaranty Obligation incurred by any Domestic Credit Party with respect to (i) any real property leases of any Foreign Subsidiary, (ii) any banking facilities of any Foreign Subsidiary in the ordinary course of business, and (iii) and Indebtedness of any Foreign Subsidiary that is permitted by Section 7.04; (m) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness that is permitted by Section 7.04; (kn) deposits of cash made in the ordinary course of business to secure performance of Operating Leases; (o) Investments held by a Person acquired in a Permitted Acquisition to the extent that such Investments were not made in contemplation of or in connection with such Permitted Acquisition and were in existence on the date of such Permitted Acquisition; (p) Investments (including debt obligations) received as the non-cash portion of dispositions of any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiaryassets permitted under Section 7.02(d); (q) Investments permitted under Section 7.02(e); and (lr) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,0005,000,000 in any fiscal year, taking into account the repayment of any loans or advances comprising such Investments.

Investments and Guaranty Obligations. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by the Borrower or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Borrower and its Subsidiaries may acquire and hold receivables and similar items owing to them in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business; (f) to the extent not permitted by any of the other subparts in this Section, Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto; (dg) any Guaranty Obligations of the Borrower or any Subsidiary in favor of the Administrative Agent, each LC Issuer, Issuer and the Lenders and/or the and any other benefited creditors under any Designated Hedge Creditors Agreements pursuant to the Loan Documents; (eh) Investments of the Borrower and its Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (i) of the Borrower or any of its Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date, (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (iv) constituting Permitted Foreign Subsidiary Loans and Investments; (j) Investments of any Foreign Subsidiary in any other Subsidiary of the Borrower; (g) Permitted Foreign Subsidiary Investments; (hk) intercompany loans and advances permitted by Section 7.04(c7.04(e); (il) the Acquisitions permitted by Section 7.02; (jm) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and (ln) other Investments by the Borrower or any Subsidiary acquisition of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted Doble pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such InvestmentsPurchase Agreement Documentation.

Investments and Guaranty Obligations. The Borrower No Credit Party will, nor will not, and will not any Credit Party permit any of its Restricted Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: : (a) Investments by the Parent Guarantor or any of its Restricted Subsidiaries in cash and cash, Cash Equivalents; Equivalents or Investment Grade Securities; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; ; (c) the Parent Guarantor and its Restricted Subsidiaries may acquire and hold receivables and similar items owing to them in the extent ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to officers, directors, consultants, managers and employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided, the aggregate outstanding amount of all such loans and advances shall not permitted by exceed $5,000,000 at any of the other subparts in this Section, time; (f) Investments existing as of the Closing Date and described in on Schedule 7.05; 7.05 hereto; (dg) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Restricted Subsidiaries in favor of the Administrative Agent, each LC Issuer, the Lenders and/or the Designated Hedge Secured Creditors pursuant to the Loan Documents; ; (eh) Investments of the Parent Guarantor and its Restricted Subsidiaries in Interest Rate Protection Agreements; Hedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (iA) of the Borrower Parent Guarantor or any of its Restricted Subsidiaries in any Subsidiary existing as of the Closing DateDate (including in connection with the Transactions), (iiB) of the Borrower Parent Guarantor or any of its Restricted Subsidiaries in any Domestic U.S. Credit Party made after the Closing Date, (iiiC) of any Domestic Non-U.S. EMEA Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (ivD) Investments of any Foreign Subsidiary Non- Credit Party in any other Subsidiary Non-Credit Party, (E) of the Borrower; (gx) Permitted Foreign Subsidiary Investments; U.S. Credit Parties in Non-U.S. EMEA Credit Parties or (hy) of Credit Parties in Non-Credit Parties, in each case under this clause (E) either (I) constituting intercompany loans permitted by Section 7.04(c); 7.04(e) or (iII) in an aggregate amount not to exceed the Acquisitions permitted by Section 7.02; greater of (jx) $100,000,000 and (y) an amount equal to 20% of Pro Forma EBITDA for the most recently ended Testing Period and (F) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness is permitted by Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and (l) other transfer pricing arrangements constituting Investments by the Borrower or any Subsidiary of the Borrower as in any other Person (other than the Borrower or any of its Subsidiaries) made after existence on the Closing Date and not permitted pursuant to the foregoing subparts, provided that any other transfer pricing arrangements consistent with past practice; (ij) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000, taking into account the repayment of any loans or advances comprising such Investments.Non-Credit Party in any other Restricted Subsidiary of the Parent Guarantor;

Investments and Guaranty Obligations. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by the Borrower or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Borrower and its Subsidiaries may acquire and hold receivables and similar items owing to them in the ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to employees, officers and directors, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not exceed $1,000,000 at any time; (f) to the extent not permitted by any of the other subparts in this Section, Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto and any reinvestments or extensions thereof; (dg) any Guaranty Obligations of the Borrower or any Subsidiary in favor of the Administrative AgentLender, each LC Issuer, the Lenders and/or the Issuer and any other benefited creditors under any Designated Hedge Creditors Agreements pursuant to the Loan Documents; (eh) Investments of the Borrower and its Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (i) of the Borrower or any of its Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date, (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (iv) Investments of any constituting Permitted Foreign Subsidiary in any other Subsidiary of Loans, provided that such loans are subject to the BorrowerIntercompany Subordination Agreement; (g) Permitted Foreign Subsidiary Investments; (hj) intercompany loans and advances permitted by Section 7.04(c7.04(e); (ik) the Acquisitions permitted by Section 7.02; (jl) notes payable to, or Equity Interests issued by, account debtors, customers and suppliers of Borrower and its Subsidiaries in settlement of delinquent obligations or pursuant to a bankruptcy or insolvency proceeding of any such Person; (m) any Guaranty Obligation incurred by any Domestic Credit Party with respect to any Indebtedness of another Domestic Credit Party which Indebtedness that is permitted by Section 7.04; (k) any Guaranty Obligation incurred by any Foreign Subsidiary with respect to Indebtedness of another Foreign Subsidiary; and (ln) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,0001,000,000, taking into account the repayment of any loans or advances comprising such Investments; (o) Investments in the form of prepaid expenses in the ordinary course of business; and (p) Reinvestment of Net Proceeds as provided in Section 2.11.

Investments and Guaranty Obligations. The Borrower No Credit Party will, nor will not, and will not any Credit Party permit any of its Subsidiaries to, directly or indirectly, (i) make or commit to make any Investment or (ii) be or become obligated under any Guaranty Obligations, except: (a) Investments by the Borrower or any of its Subsidiaries in cash and Cash Equivalents; (b) any endorsement of a check or other medium of payment for deposit or collection, or any similar transaction in the normal course of business; (c) the Borrower and its Subsidiaries may acquire and hold receivables and similar items owing to them in the extent ordinary course of business and payable or dischargeable in accordance with customary trade terms; (d) any Permitted Creditor Investment; (e) loans and advances to employees for business-related travel expenses, moving expenses, costs of replacement homes, business machines or supplies, automobiles and other similar expenses, in each case incurred in the ordinary course of business, provided the aggregate outstanding amount of all such loans and advances shall not permitted by exceed $100,000 at any of the other subparts in this Section, time; (f) Investments existing as of the Closing Date and described in on Schedule 7.057.05 hereto; (dg) any Guaranty Obligations of the Borrower Credit Parties or any Subsidiary of their respective Subsidiaries in favor of the Administrative Agent, each LC Issuer, Issuer and the Lenders and/or the and any other benefited creditors under any Designated Hedge Creditors Agreements pursuant to the Loan Documents; (eh) Investments of the Borrower and its Subsidiaries in Interest Rate Protection AgreementsHedge Agreements permitted to be entered into pursuant to this Agreement; (fi) Investments (i) of the Borrower or any of its Subsidiaries in any Subsidiary existing as of the Closing Date, (ii) of the Borrower in any Domestic Credit Party made after the Closing Date or (iii) of any Credit Party in any other Credit Party made after the Closing Date, ; (iii) of any Domestic Credit Party in any other Domestic Credit Party (other than the Borrower) made after the Closing Date, or (ivj) Investments of any Foreign Subsidiary in any other Subsidiary of the Borrower; (gk) Permitted Investments in or loans to Foreign Subsidiary InvestmentsSubsidiaries, provided the aggregate outstanding amount of all such Investments and loans shall not exceed $3,000,000 at any time; (hl) intercompany loans and advances permitted by Section 7.04(c7.04(d); (im) the Acquisitions permitted by Section 7.027.02(e); (jn) any Guaranty Obligation incurred by any Domestic Credit Party with respect to Indebtedness of another Domestic Credit Party which Indebtedness that is permitted by Section 7.04; (ko) other Investments in an amount up to (i) the sum of Excess Equity Offering Proceeds held in the Controlled Account less (ii) the difference between (a) the Revolving Availability as of the date the applicable Equity Offering was consummated, and (b) the Revolving Availability as of the date of any Guaranty Obligation incurred by Investment made pursuant to this clause (o) (to the extent that the Revolving Availability in this subclause (b) is less than the Revolving Availability in subclause (a)); provided that (i) at least three Business Days prior to any Foreign Subsidiary Investment made pursuant to this clause (o), the Borrower shall have delivered to the Administrative Agent a certificate of an Authorized Officer demonstrating, in reasonable detail, compliance with respect the financial covenants referred to Indebtedness in Section 7.07 on a pro forma basis, and (ii) immediately after giving effect to such Investments, the Credit Parties’ shall (x) be in pro forma covenant compliance with the financial covenants set forth in Section 7.07 and (y) have unrestricted cash, together with Revolving Availability, of another Foreign Subsidiaryno less than $5,000,000; and (lp) other Investments by the Borrower or any Subsidiary of the Borrower in any other Person (other than the Borrower or any of its Subsidiaries) made after the Closing Date and not permitted pursuant to the foregoing subparts, provided that (i) at the time of making any such Investment no Default or Event of Default shall have occurred and be continuing, or would result therefrom, and (ii) the maximum cumulative amount of all such Investments that are so made pursuant to this subpart and outstanding at any time shall not exceed an aggregate of $5,000,000500,000, taking into account the repayment of any loans or advances comprising such Investments.