Common use of Investments Clause in Contracts

Investments. Make any Investments, except: (a) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term Investments; (b) loans and advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any time.

Investments. Make any Investments, except: (ai) Investments held by the Borrower or such Subsidiary in the form of cashcash and Cash Equivalents, (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, cash equivalents in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other Short disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term InvestmentsLoan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (b) loans and advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (ev) 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, business and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection consistent with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen monthspast practices; and (kvi) the CoBank Equities and any other stock or securities of, or Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assetsin, in the aggregate at any time.CoBank or investment services or programs;

Investments. Make The Borrower shall not, and shall not permit any Investmentsof its Subsidiaries to, exceptdirectly or indirectly make or maintain any Investment except for the following: (a) Investments existing on the Closing Date and disclosed on Schedule 7.03, and any refinancings of such Investments to the extent constituting Indebtedness otherwise permitted under Section 7.01(b), provided such refinancing complies with the provisions of Section 7.01(e); (b) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsCash Equivalents; (bc) Investments in accounts, contract rights and chattel paper (each as defined in the UCC), notes receivable and similar items arising or acquired from the sale of Inventory in the ordinary course of business consistent with the past practice of the Borrower and its Subsidiaries; (d) Investments received in settlement of amounts due to the Borrower or any Subsidiary of the Borrower effected in the ordinary course of business; (e) Investments by the Borrower in any Wholly-Owned Subsidiary and Investments of any Wholly-Owned Subsidiary in the Borrower or in another Wholly-Owned Subsidiary; (f) loans and or advances to officers, directors and employees of the Borrower or any of its Subsidiaries (or guaranties of loans and advances made by a third party to employees of the Borrower or any of its Subsidiaries) in the ordinary course of business; provided, that the aggregate principal amount of all such loans and advances and guaranties of loans and advances shall not exceed $1,000,000 at any time; (g) Investments constituting Guaranty Obligations permitted by Section 7.01; (h) Investments in connection with a Permitted Acquisition; (i) Investments in Rabbi Trusts in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition 15,000,000 (plus income and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection capital growth with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(frespect thereto); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held the nature of, and arising directly as a result of, consideration received in connection with an Asset Sale made in compliance with Section 7.04; (k) Investments made in connection with the Foreign Subsidiary Reorganization; and (l) other Investments not constituting Acquisitions by the Borrower or any Subsidiary made after the Closing Date; provided that the aggregate outstanding amount of all Investments made pursuant to this clause (l) at a time when the Leverage Ratio (after giving pro forma effect to such Investments and any Indebtedness incurred in connection therewith) was greater than or equal to 2.00 to 1.00 shall not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5exceed 10% of Consolidated Tangible Assetsthe consolidated total assets of the Borrower and its Subsidiaries, as determined in accordance with GAAP as of the aggregate last day of the immediately preceding Fiscal Year; provided further that upon request by the Administrative Agent at any timetime the Leverage Ratio is greater than or equal to 2.00 to 1.00, the Borrower shall deliver to the Administrative Agent a schedule of all then-outstanding Investments made pursuant to this clause (l) at a time when the Leverage Ratio was less than 2.00 to 1.00. For purposes of covenant compliance, the amount of any Investment shall be the original cost of such Investment, minus the amount of any portion of such Investment repaid to the investor as a dividend, repayment of loan or advance, release or discharge of a guarantee or other obligation or other transfer of property or return of capital, as the case may be, but without any other adjustments for increases or decreases in value, or write-ups, write-downs or write-offs with respect to such Investment or interest earned on such Investment.

Investments. Make (i) by the Borrower or any InvestmentsRestricted Subsidiary in any Loan Party; (ii) by any Restricted Subsidiary that is not a Loan Party in any other Restricted Subsidiary that is also not a Loan Party; (iii) by the Borrower or any Restricted Subsidiary in any Restricted Subsidiary; provided that the aggregate amount of such Investments made by Loan Parties after the Closing Date in Restricted Subsidiaries that are not Loan Parties in reliance on this clause (iii), except: shall not exceed, the greater of (ax) $100,000,000 and (y) 2.50% of Consolidated Total Assets; (iv) other intercompany liabilities amongst the Borrower and the Subsidiary Guarantors incurred in the ordinary course of business that are unsecured and subordinated to the Obligations; (v) other intercompany liabilities amongst Restricted Subsidiaries that are not Subsidiary Guarantors incurred in the ordinary course of business in connection with the cash management operations of such Restricted Subsidiaries; and (vi) Investments by the Borrower or any Subsidiary Guarantor in any Restricted Subsidiary that is not a Subsidiary Guarantor consisting solely of (x) the contribution of Equity Interests of any other Restricted Subsidiary that is not a Subsidiary Guarantor held directly by the Borrower or such Subsidiary Guarantor in the form of cashexchange, cash equivalents Equity Interests (or other Short Term Investments; (b) loans and advances to officers, directors and employees of the Borrower additional share premium or any of its Subsidiaries paid in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary capital in respect of Indebtedness Equity Interests) of the Borrower or any Restricted Subsidiary to which such contribution is made so long as the Equity Interests of the transferee Restricted Subsidiary is pledged to secure the Obligations; provided, that immediately following the consummation of an Investment pursuant to the preceding clause (x), the Restricted Subsidiary whose Equity Interests are the subject of such Investment remains a Restricted Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any time.

Investments. Make any InvestmentsInvestment, except: (a) (i) Investments held in Subsidiaries to the extent existing on the Closing Date (following the consummation of the US Footwear Acquisition), (ii) additional Investments by any Obligor in another Obligor, (iii) additional Investments by Subsidiaries of the Parent that are not Obligors in other Subsidiaries that are not Obligors, (iv) additional Investments by the Borrower Obligors in Subsidiaries that are not Obligors and (v) additional Investments by any Subsidiaries of the Parent that are not Obligors in Obligors, so long as subject to a subordination agreement relating to such Investment in form and substance satisfactory to the Agent; provided that (A) the aggregate amount of such investments in clause (iv) shall not exceed $3,000,000 at any time and (B) no Default or Event of Default exists at the time such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsInvestment is made; (b) loans cash and advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesCash Equivalents; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (d) advances to an officer or employee for salary, travel expenses, commissions and similar items in the Ordinary Course of Business; (e) Investments consisting of to the extent constituting an Investment, prepaid expenses and extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit made in the ordinary course Ordinary Course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorsBusiness; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made Deposit Accounts maintained in accordance with Section 7.04(f)this Agreement; (g) Guarantees Investments (including debt obligations) received in connection with the bankruptcy or reorganization of suppliers and customers and in settlement of delinquent obligations of, and other disputes with, customers and suppliers arising in the Borrower or any Subsidiary in respect Ordinary Course of Indebtedness of the Borrower or any SubsidiaryBusiness; (h) Investments comprised deposits made in the Ordinary Course of Business consistent with past practices to secure the purchase performance of receivables from other energy marketers as required from time to time by one leases or more applicable Governmental Authoritiesin connection with bidding on government contracts; (i) Investments existing in certificates of deposit and bank deposits with financial institutions located in Puerto Rico and the Dominican Republic, solely to the extent necessary to maintain preferred tax treatment or country of origin status in such locations, not to exceed $5,000,000 in the aggregate at any time outstanding for Parent and its Subsidiaries on the date hereof and set forth on Schedule 7.02a consolidated basis; (j) Investments in investment-grade issuers that are held by Swaps, hedge agreements, derivative agreements and similar arrangements in connection with Debt, in all cases for bona fide hedging activities and not for speculative purposes, only to the Borrower or extent unsecured (other than Bank Products) and not to exceed in the aggregate a notional amount equal to the sum of the Loans, the Revolving Loans and $5,000,000 at any Subsidiary not longer than eighteen monthstime outstanding for Parent and its Subsidiaries; and (k) additional Investments (other Investments than Acquisitions), not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, to exceed in the aggregate $5,000,000 at any timetime outstanding, so long as, and to the extent that, both immediately before and immediately after giving effect thereto, the Payment Conditions are satisfied.

Investments. Make Borrower will not, and will not permit any Investmentsof its Subsidiaries to, make, directly or indirectly, or permit to remain outstanding any Investments except: (a) Investments held by outstanding on the Borrower or such Subsidiary date hereof and identified in the form of cash, cash equivalents or other Short Term InvestmentsSchedule 9.05; (b) loans and advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesoperating deposit accounts with banks; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant sales of trade credit goods or services in the ordinary course of business; (d) Permitted Cash Equivalent Investments; (e) Investments by Borrower and the Subsidiary Guarantors in Borrower’s wholly-owned Subsidiary Guarantors (for greater certainty, and Investments received in satisfaction Borrower shall not be permitted to have any direct or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorsindirect Subsidiaries that are not wholly-owned Subsidiaries); (f) Promissory notes, earn-outs, other contingent payment obligations Bona fide Hedging Agreements and other non-cash consideration received by hedging arrangements entered into in the Borrower or any ordinary course of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(fBorrower’s financial planning solely to hedge currency risks (and not for speculative purposes); (g) Guarantees security deposits with utilities and other like Persons made in the ordinary course of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiarybusiness; (h) Investments comprised of employee loans, travel advances and guarantees in accordance with Borrower’s usual and customary practices with respect thereto (if permitted by applicable law) which in the purchase of receivables from aggregate shall not exceed $1,000,000 outstanding at any time (or the Equivalent Amount in other energy marketers as required from time to time by one or more applicable Governmental Authoritiescurrencies); (i) Investments existing on the date hereof received in connection with any Insolvency Proceedings in respect of any customers, suppliers or clients and set forth on Schedule 7.02in settlement of delinquent obligations of, and other disputes with, customers, suppliers or clients; (j) Permitted Indebtedness; (k) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen monthspermitted pursuant to Section 9.03; and (kl) other Investments not otherwise permitted hereunder by Borrower in Valeritas Security, unless an Event of Default shall have occurred and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any timebe continuing.

Investments. Make any Investments, except: (a) Investments not otherwise permitted by subsections (b) through (l) below existing on the date hereof and listed on Schedule 7.02; (b) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents Cash and Cash Equivalents and Investments by the Borrower or other Short Term Investmentssuch Subsidiary in accounts at Citibank; (bc) loans Investments received in connection with the bankruptcy or reorganization of, or settlement of delinquent accounts and advances to officersdisputes with, directors customers and employees suppliers, in each case in the ordinary course of business; (d) Investments as Capital Expenditures; (e) Investments of any Subsidiary in the Borrower or any Subsidiary Loan Party or Investments by the Borrower in any Subsidiary Loan Party; (f) Investments constituting (i) accounts receivable arising, (ii) trade debt granted, or (iii) deposits made in connection with the purchase price of goods or services, in each case, in the ordinary course of business; (g) Investments consisting of (i) any deferred portion of the sales price or (ii) non-cash consideration, in each case, received by the Borrower or any Subsidiary in connection with any Disposition permitted under Section 7.05; (h) Investments in respect of loans and advances made by the Borrower and its Subsidiaries in the ordinary course of business to their respective directors, officers and employees, so long as the aggregate principal amount thereof at any one time outstanding does not exceed $50,000 in the aggregate for all such Persons; (i) Investments pursuant to Swap Contracts permitted pursuant to Section 7.03(d); (j) Investments in the ordinary course of business consisting of endorsements for collection or deposit; (k) Investments in the form of Permitted Acquisitions; and (l) Investments not otherwise permitted pursuant to clauses (a) through (k) above made by the Borrower and its Subsidiaries in an aggregate amount not to exceed $10,000,000 100,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any time.

Investments. Make any Investments, except: (ai) Investments held by the Borrower or such Subsidiary in the form of cashcash and Cash Equivalents, (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, cash equivalents in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other Short disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the U.S. Cellular Credit Agreement, the CoBank Borrower Term InvestmentsLoan Facility or the CoBank U.S. Cellular Term Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (b) loans and advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (ev) 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, business and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection consistent with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorspast practices; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any time.

Investments. Make The Borrower shall not, nor shall it permit any InvestmentsGuarantor to, make or hold any Investment, except: (ai) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term Investmentsany Loan Party; (bii) loans Investments in Cash Equivalents and advances Marketable Securities; (iii) receivables owing to officersany Loan Party if created or acquired in the ordinary course of business; (iv) lease, directors utility and employees other similar deposits in the ordinary course of business and other deposits permitted pursuant to clause (iii) of the definition of “Permitted Liens”; (v) Investments made for consideration consisting only of Capital Stock of the Borrower or (other than any Disqualified Equity Interests of its Subsidiaries the Borrower); (vi) guarantees of performance obligations, and guarantees of other obligations not constituting Indebtedness for borrowed money, in each case in the ordinary course of business; (vii) (x) Investments outstanding on the Closing Date and described on Schedule 7 and (y) Investments outstanding on the Closing Date in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes20,000,000; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (dviii) Permitted Acquisitions; (eix) Investments consisting in mortgages, receivables, other securities or ownership interests, loans or advances made in connection with a strategy to acquire land or other homebuilding assets through foreclosure or other exercise of extensions remedies; (x) Investments in trade creditors or customers received pursuant to any plan of credit re-organization or similar arrangement upon the bankruptcy or insolvency of such trade creditors or customers; (xi) Investments received in the nature settlement of accounts receivable or notes receivable arising from the grant of trade credit debts owing to a Loan Party in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (fxii) Promissory notesloans and advances to (x) employees and (y) agents, earn-outscustomers or suppliers, other contingent payment obligations and other non-cash consideration received by the Borrower or not to exceed $2,000,000 in an aggregate at any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(ftime outstanding under this clause (xii); (gxiii) Guarantees Investments in negotiable instruments deposited or to be deposited for collection in the ordinary course of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiarybusiness; (hxiv) advances made in connection with purchases of goods or services in the ordinary course of business; (xv) Investments comprised of the purchase of receivables resulting from Financial Contracts permitted by Section 7.28; (xvi) other energy marketers as required from time to time by Investments, in Persons (including Subsidiaries that are not Guarantors) that are engaged in one or more applicable Governmental Authorities; lines of business that would be permitted pursuant to Section 7.9, in an aggregate amount outstanding at any time not in excess of the greater of $50,000,000 and 10% of Tangible Net Worth (i) Investments existing on determined at the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or time any Subsidiary not longer than eighteen monthssuch Investment is made); and (kxvii) other Investments in an aggregate amount outstanding at any time not otherwise permitted hereunder and not exceeding in excess of the greater of (i) $50,000,000 10,000,000 and (ii) 2.51.5% of Consolidated Tangible AssetsNet Worth (determined at the time any such Investment is made). For purposes of compliance with this Section 7.14, the amount of any Investment at any time shall be the amount actually invested (measured at the time made), without adjustment for subsequent changes in the aggregate at value of such Investment, net of all dividends, distributions, return of capital and other amounts received or realized in respect of such Investment, up to the original amount of such Investment (all such amounts, “Returns”). In addition, for the avoidance of doubt, if any timeexisting Subsidiary that was not previously a Guarantor subsequently becomes a Guarantor pursuant to Section 7.16, such joinder as a Guarantor shall be deemed to constitute a Return on any Investment in such Subsidiary previously made pursuant to clause (xvi) or (xvii) above.

Investments. Make Such Obligor will not, and will not permit any Investmentsof its Subsidiaries to, make, directly or indirectly, or permit to remain outstanding any Investments except: (a) Investments held by outstanding on the Borrower date hereof and identified in Schedule 9.05 and any modification, replacement, renewal or such Subsidiary in extension thereof to the form of cash, cash equivalents extent not involving new or other Short Term additional Investments; (b) loans operating deposit accounts with banks and advances to officers, directors securities accounts with banks and employees of the Borrower other financial institutions that either qualify as an Excluded Account or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposescomply with Section 8.16; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) Investments consisting of extensions of credit in the nature of deposits, accounts receivable receivable, trade debt granted or notes receivable arising from the grant purchase or sale of trade goods or services in the ordinary course of business and prepaid royalties and other credit extensions and advances arising in the ordinary course of business; (d) Permitted Cash Equivalent Investments to the extent held in a Controlled Account; (e) Investments by (i) any Obligor in any other Obligor, (ii) any Subsidiary that is not an Obligor in any other Subsidiary that is not an Obligor, and Investments received (iii) by Borrower in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorsIcagen-T; (f) Promissory notes, earn-outs, other contingent payment obligations Hedging Agreements entered into in by any Obligor or its Subsidiary in the ordinary course of business for the purpose of hedging currency risks or interest rate risks (and other non-cash consideration received by not for speculative purposes) not to exceed $250,000 in the Borrower or aggregate outstanding at any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)time; (g) Guarantees Investments consisting of prepaid expenses, negotiable instruments held for collection or deposit, security deposits with utilities, landlords and other like Persons and deposits in connection with workers’ compensation and similar deposits, in each case made in the Borrower or any Subsidiary in respect ordinary course of Indebtedness of the Borrower or any Subsidiarybusiness; (h) Investments comprised loans, advances and guarantees to or in favor of employees, officers, directors and consultants in the purchase ordinary course of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authoritiesbusiness which in the aggregate shall not exceed $250,000 outstanding at any time; (i) Investments existing on the date hereof (i) in connection with a Permitted Acquisition and set forth on Schedule 7.02(ii) in connection with Casualty Events permitted by Section 3.03(b); (j) Investments received in investment-grade issuers that are held connection with any Insolvency Proceedings in respect of any customers, suppliers or clients or in settlement of delinquent obligations of, and other disputes with, customers, suppliers or clients; (k) Investments permitted by Sections 9.01, 9.02, 9.03, 9.06 and 9.09; (l) Investments in newly created Subsidiaries to the Borrower or any extent such Subsidiary not longer than eighteen monthscomplies with Section 8.12 to the extent applicable; and (km) so long as no Default or Event of Default has occurred and is continuing at the time such Investments are made, other Investments in an aggregate principal amount not otherwise permitted hereunder and not exceeding the greater of (i) to exceed $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate 500,000 at any timetime outstanding.

Investments. Make or hold any Investments, except: (a) Investments held by the Borrower or such Subsidiary and its Subsidiaries (i) in the form of cashaccounts receivables owing to any of them if created or acquired in the ordinary course of business and payable or dischargeable in accordance with customary terms, (ii) in the form of Cash Equivalents, (iii) with respect to the endorsement of negotiable instruments held for collection in the ordinary course of business, (iv) regarding lease, utility and other similar deposits in the ordinary course of business; and (v) to acquire and hold accounts receivable and notes receivable from financially troubled franchisees in the ordinary course of business in order to prevent or limit loss; provided that, to the extent required pursuant to Section 6.19, in each case of clauses (i) through (v) herein above, such deposits, accounts, cash equivalents or other Short Term InvestmentsCash Equivalents are maintained in an account pursuant to Section 6.19; (b) loans Loans and advances to officers, directors and directors, employees or consultants of Holdings, the Borrower or any of its their respective Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payrollor other bona fide business purposes and to purchase Equity Interests of Holdings and advances of payroll payments and expenses to officers, office equipmentdirectors, tuition and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower employees or in another Subsidiary; (d) Permitted Acquisitions; (e) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit consultants in the ordinary course of business, in an aggregate amount as to this clause (b) not to exceed $500,000 at any time outstanding; (i) Investments by the Borrower and its Subsidiaries in their respective Subsidiaries outstanding on the Closing Date and set forth on Schedule 7.03, (ii) additional Investments received by the Borrower and its Subsidiaries in satisfaction Loan Parties (other than Holdings), and (iii) so long as no Default has occurred and is continuing or partial satisfaction thereof would result from financially troubled account debtors such Investment, additional Investments by the Borrower and Investments its Subsidiaries in account debtors received their respective Subsidiaries (including Subsidiaries that are not Loan Parties in an aggregate amount invested from and after the date hereof not to exceed $3,500,000 at any time outstanding; provided that any Investment in the form of a loan or advance shall be evidenced by an intercompany note (and shall be subject to the subordination provisions contained therein if made to a Subsidiary that is a Loan Party) and, in the case of a loan or advance by a Loan Party, pledged by such Loan Party as Collateral pursuant to the Collateral Documents; provided, further, that the amount of any Investment permitted pursuant to this Section 7.03(c)(iii) shall be reduced dollar-for-dollar by the amount of any outstanding Investment made in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorsPermitted Joint Venture; (d) Guarantees permitted by Section 7.02(e); (e) [Reserved] (f) Promissory notesto the extent constituting an Investment, earn-outsInvestments by any Loan Party in Swap Contracts permitted under Section 7.02(a); (g) Investments in securities of trade creditors or customers in the ordinary course of business and consistent with such Loan Party’s past practices that are received in settlement of bona fide disputes or pursuant to any plan of reorganization or liquidation or similar arrangement upon the bankruptcy or insolvency of such trade creditors or customers; (h) to the extent constituting an Investment, other contingent payment obligations mergers and consolidations permitted under Section 7.04; (i) Investments arising from promissory notes and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance connection with Dispositions pursuant to Section 7.04(f7.05(j); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments of any Person in investmentexistence at the time such Person becomes a Subsidiary in an aggregate amount for all such Loan Parties not to exceed $1,500,000 at any time outstanding; provided such Investment was not made in connection with or anticipation of such Person becoming a Subsidiary of the Borrower and such Investments are not directly or indirectly recourse to any of the Loan Parties or any of their respective assets, other than to the Person that becomes a Subsidiary; (k) Investments in connection with the creation of Subsidiaries, if the Borrower and such Subsidiary complies with the provisions of Section 6.12 and, provided, that to the extent such new Subsidiary is created solely for the purpose of consummating a merger transaction pursuant to a Permitted Acquisition, and such new Subsidiary at no time holds any assets or liabilities other than any merger consideration contributed to it contemporaneously with the closing of such merger transactions, such new Subsidiary shall not be required to take the actions set forth in Section 6.12 until the respective acquisition is consummated (at which time the surviving entity of the respective merger transaction shall be required to so comply within ten (10) Business Days (or such longer period as may be reasonably acceptable to the Administrative Agent in its sole discretion)); (l) Investments that may arise as a result of the consummation of Permitted Sale and Leaseback Transactions; (m) Investments in connection with Permitted Acquisitions and Permitted Joint Ventures; (n) Investments permitted pursuant to Section 7.02(b) for purposes and in amounts that would otherwise be permitted to be made as Restricted Payments to Holdings pursuant to Sections 7.06(c) through and including (e); provided that the principal amount of any such Investments in the form of loans shall reduce dollar-grade issuers for-dollar the amounts that would otherwise be permitted to be paid for such purpose in the form of Restricted Payments pursuant to such Sections; (o) Investments in an aggregate amount outstanding not to exceed the Cumulative Credit Availability as of the time such Investments were made; provided, that no such Investments will be permitted under this Section 7.03(o) unless (i) no Default or Event of Default exists or would result therefrom, (ii) at the time that any such Investment is made (and immediately after giving effect thereto and any other related transaction), Holdings shall be in compliance, on a Pro Forma Basis, with (A) Section 7.11(b) and (B) a Consolidated Total Lease Adjusted Leverage Ratio of not more than the lesser of (1) the maximum Consolidated Total Lease Adjusted Leverage Ratio permitted pursuant to Section 7.11(a) at such time less 0.25:1.00 and (2) 5.00:1:00, on the date of the relevant Investment under this Section 7.03(o) and, in each case for the most recent Measurement Period for which financial statements are held available prior to such Investment, and (iii) prior to the making of such Investment, Holdings or the Borrower shall have delivered to the Administrative Agent a certificate executed by a Responsible Officer, calculating in reasonable detail the amount of Cumulative Credit Availability immediately prior to such Investment and the amount thereof to be so applied and certifying to the best of such officer’s knowledge, compliance with the requirements of the preceding clauses (i) and (ii) and containing the calculations (in reasonable detail) required by the Borrower or any Subsidiary not longer than eighteen monthspreceding clause (ii); and (kp) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, 4,000,000 in the aggregate at any timetime outstanding; provided that in connection with any such Investment, the Lien on, and security interest in, such property granted or to be granted in favor of the Administrative Agent under the Collateral Documents shall be maintained or created in accordance with the provisions of Section 6.12.

Investments. Make Each of Holdings and Company shall not, and shall not permit any Investmentsof its Subsidiaries to, directly or indirectly, make or own any Investment in any Person, including without limitation any Joint Venture, except: (a) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsCash and Cash Equivalents; (b) Investments by Holdings in Company; (c) Investments made by Company or any of its Subsidiaries in Subsidiary Guarantors which are wholly-owned Subsidiaries of Company; (d) Investments received by Company or any of its Subsidiaries in connection with the bankruptcy or reorganization of, or settlement of delinquent accounts and disputes with, customers or suppliers of such Person, in each case in the ordinary course of business; (e) accounts receivable arising, and trade credit granted, in the ordinary course of business of Company and its Subsidiaries, and any Securities received by Company or any of its Subsidiaries in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary in order to prevent or limit loss, and any prepayments and other credits to suppliers made in the ordinary course of business; (f) intercompany loans to the extent permitted under Section 6.1(b); (g) Consolidated Capital Expenditures by Company or any of its Subsidiaries permitted by Section 6.8(b); (h) loans and advances by Company or any of its Subsidiaries to officers, directors and employees of Company and its Subsidiaries made in the Borrower ordinary course of business in an aggregate principal amount not to exceed $2,000,000 at any time outstanding; (i) Investments by Company or any of its Subsidiaries made in connection with Permitted Acquisitions permitted pursuant to Section 6.9(d); (j) Investments by Company or any of its Subsidiaries constituting non-Cash consideration received by Company and its Subsidiaries in connection with permitted Asset Sales pursuant to subsection 6.9(c); (k) Company and its Subsidiaries may continue to own the Investments owned by them as of the Closing Date and described in Schedule 6.7; (l) other Investments by Company or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstandingoutstanding $10,000,000 (minus any Restricted Payments made pursuant to Section 6.5(f)), for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes;if no Liquidity Event or Default or Event of Default has occurred or is continuing or would result therefrom; and (cm) additional Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower Company or any of its Subsidiaries in an aggregate amount not to exceed the Restricted Payment Amount so long as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower no Liquidity Event or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater Default or Event of (i) $50,000,000 Default has occurred or is continuing or shall be caused thereby after giving effect to such Investment and (ii) 2.5% of Consolidated Tangible Assetsafter giving effect to such Investment, Company and its Subsidiaries shall have satisfied the Investment Conditions. Notwithstanding the foregoing, in no event shall any Credit Party make any Investment which results in or facilitates in any manner any Restricted Payment not otherwise permitted under the aggregate at any timeterms of Section 6.5.

Investments. Make The Borrower shall not, and shall not permit any Investmentsof its Subsidiaries to, exceptdirectly or indirectly make or maintain any Investment except for the following: (a) Investments existing on the Closing Date and disclosed on Schedule 7.03, and any refinancings of such Investments to the extent constituting Indebtedness otherwise permitted under Section 7.01(b), provided such refinancing complies with the provisions of Section 7.01(e); (b) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsCash Equivalents; (bc) Investments in accounts, contract rights and chattel paper (each as defined in the UCC), notes receivable and similar items arising or acquired from the sale of Inventory in the ordinary course of business consistent with the past practice of the Borrower and its Subsidiaries; (d) Investments received in settlement of amounts due to the Borrower or any Subsidiary of the Borrower effected in the ordinary course of business; (e) Investments by the Borrower in any Wholly-Owned Subsidiary and Investments of any Wholly-Owned Subsidiary in the Borrower or in another Wholly-Owned Subsidiary; (f) loans and or advances to officers, directors and employees of the Borrower or any of its Subsidiaries (or guaranties of loans and advances made by a third party to employees of the Borrower or any of its Subsidiaries) in the ordinary course of business; provided, that the aggregate principal amount of all such loans and advances and guaranties of loans and advances shall not exceed $1,000,000 at any time; (g) Investments constituting Guaranty Obligations permitted by Section 7.01; (h) Investments in connection with a Permitted Acquisition; provided, that at any time after the Amendment No. 3 Effective Date and during the Relief Period, no Investments in connection with a Permitted Acquisition shall be permitted; (i) Investments in Rabbi Trusts in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition 15,000,000 (plus income and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection capital growth with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(frespect thereto); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held the nature of, and arising directly as a result of, consideration received in connection with an Asset Sale made in compliance with Section 7.04; (k) Investments made in connection with the Foreign Subsidiary Reorganization; (l) other Investments not constituting Acquisitions by the Borrower or any Subsidiary not longer than eighteen monthsmade after the Closing Date; and provided that the aggregate outstanding amount of all Investments made pursuant to this clause (kl) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 at a time (other than during the Relief Period) when the Senior Leverage Ratio (after giving pro forma effect to such Investments and any Indebtedness incurred in connection therewith) was greater than or equal to 2.00 to 1.00 shall not exceed 10% of the consolidated total assets of the Borrower and its Subsidiaries, as determined in accordance with GAAP as of the last day of the immediately preceding Fiscal Year and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any timetime after the Amendment No. 3 Effective Date and during the Relief Period shall not exceed $0.00; provided further that upon request by the Administrative Agent at any time the Senior Leverage Ratio is greater than or equal to 2.00 to 1.00, the Borrower shall deliver to the Administrative Agent a schedule of all then-outstanding Investments made pursuant to this clause (l) at a time when the Senior Leverage Ratio was less than 2.00 to 1.00. For purposes of covenant compliance, the amount of any Investment shall be the original cost of such Investment, minus the amount of any portion of such Investment repaid to the investor as a dividend, repayment of loan or advance, release or discharge of a guarantee or other obligation or other transfer of property or return of capital, as the case may be, but without any other adjustments for increases or decreases in value, or write-ups, write-downs or write-offs with respect to such Investment or interest earned on such Investment.

Investments. Make or own any InvestmentsInvestment in any Person, including any Joint Venture, except: (a) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term Investmentsand Cash Equivalents and Investments that were Cash Equivalents when made; (b) Investments owned as of the Closing Date in any Restricted Subsidiary and Investments made after the Closing Date in any Loan Party; (c) deposits, prepayments, advances in the form of a prepayment of expenses and other credits to suppliers made in the ordinary course of business consistent with the past practices of the Group; (d) Investments to the extent that payment for such Investments is made with Equity Interests of the U.S. Borrower; (e) Investments that are acquired by any Group Member as a result of a Permitted Acquisition; provided that such Investments existed at the time of the Permitted Acquisition and were not made in contemplation thereof; (f) Consolidated Capital Expenditures with respect to the Loan Parties permitted by Section 6.07(c); (g) loans and advances to officersemployees, consultants or directors and employees (managing or otherwise) of the Borrower Group made in the ordinary course of business in an aggregate principal amount at any one time outstanding not to exceed $15,000,000; (h) Permitted Acquisitions permitted pursuant to Section 6.08; (i) Investments in existence on, or pursuant to legally binding written commitments in existence on, the Closing Date as described in Schedule 6.06 and, in each case, any extensions, modifications or renewals thereof so long as the amount of its Subsidiaries any Investment made pursuant to this clause (i) is not increased at any time above the amount of such Investment existing or committed, as applicable, on the Closing Date; (j) Currency Agreements, Interest Rate Agreements and Treasury Transactions which constitute Investments; (k) accounts, chattel paper and notes receivable arising from the sale or lease of goods or the performance of services in the ordinary course of business; (l) Investments received in the ordinary course of business by any Group Member in connection with the bankruptcy or reorganization of suppliers and customers and in settlement of delinquent obligations of, and other disputes with, suppliers and customers arising in the ordinary course of business; (m) so long as no Default or Event of Default shall have occurred and be continuing or shall be caused thereby, other Investments in an aggregate amount not to exceed $10,000,000 at any one time outstandingoutstanding (i) $135,000,000 (or, for travelif the Incurrence Test is satisfied on a pro forma basis, entertainment2.25% of Consolidated Total Assets, relocationif greater), payrollplus (ii) to the extent not included in the Available Amount, office equipment100.0% of the aggregate cash dividends and distributions received by any Group Member from such Investments, tuition and analogous ordinary business purposesplus (iii) if the Incurrence Test is satisfied on a pro forma basis, an amount equal to the Available Amount at such time; (cn) Investments in the China JV in an aggregate amount not to exceed at any one time outstanding (i) $50,000,000, plus, (ii) to the extent not included in the Available Amount, 100.0% of the Borrower in aggregate cash dividends and distributions received by any Subsidiary and Investments of any Subsidiary in Group Member from the Borrower or in another SubsidiaryChina JV; (do) Permitted AcquisitionsInvestments arising out of the receipt by any Group Member of noncash consideration for the sale of assets permitted under Section 6.08; (ep) Investments consisting guaranties by any Group Member of extensions operating leases (other than obligations with respect to Capital Leases) or of credit other obligations, that do not constitute Indebtedness, in each case entered into by the nature of accounts receivable or notes receivable arising from the grant of trade credit applicable Group Member in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (fq) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by guaranties permitted under Section 6.01 (except to the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with extent such guaranty is expressly subject to Section 7.04(f6.06); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (hr) Investments comprised of made pursuant to the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen monthsCKI Trust Agreement; and (ks) other Investments not otherwise consisting of the redemption, purchase, repurchase or retirement of any Equity Interests permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any timeunder Section 6.04.

Investments. Make or hold any Investments, except: (a) Investments held by the Borrower or such Subsidiary and its Subsidiaries (i) in the form of cashaccounts receivables owing to any of them if created or acquired in the ordinary course of business and payable or dischargeable in accordance with customary terms, (ii) in the form of Cash Equivalents, (iii) with respect to the endorsement of negotiable instruments held for collection in the ordinary course of business, (iv) regarding lease, utility and other similar deposits in the ordinary course of business; and (v) to acquire and hold accounts receivable and notes receivable from financially troubled franchisees in the ordinary course of business in order to prevent or limit loss; provided that, to the extent required pursuant to Section 6.19, in each case of clauses (i) through (v) herein above, such deposits, accounts, cash equivalents or other Short Term InvestmentsCash Equivalents are maintained in an account pursuant to Section 6.19; (b) loans Loans and advances to officers, directors and directors, employees or consultants of Holdings, the Borrower or any of its their respective Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payrollor other bona fide business purposes and to purchase Equity Interests of Holdings and advances of payroll payments and expenses to officers, office equipmentdirectors, tuition and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower employees or in another Subsidiary; (d) Permitted Acquisitions; (e) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit consultants in the ordinary course of business, in an aggregate amount as to this clause (b) not to exceed $500,000 at any time outstanding; (i) Investments by the Borrower and its Subsidiaries in their respective Subsidiaries outstanding on the Amendment No. 1 Effective Date and set forth on Schedule 7.03, (ii) additional Investments received by the Borrower and its Subsidiaries in satisfaction Loan Parties (other than Holdings), and (iii) so long as no Default has occurred and is continuing or partial satisfaction thereof would result from financially troubled account debtors such Investment, additional Investments by the Borrower and Investments its Subsidiaries in account debtors received their respective Subsidiaries (including Subsidiaries that are not Loan Parties in an aggregate amount invested from and after the date hereof not to exceed $3,500,000 at any time outstanding; provided that any Investment in the form of a loan or advance shall be evidenced by an intercompany note (and shall be subject to the subordination provisions contained therein if made to a Subsidiary that is a Loan Party) and, in the case of a loan or advance by a Loan Party, pledged by such Loan Party as Collateral pursuant to the Collateral Documents; provided, further, that the amount of any Investment permitted pursuant to this Section 7.03(c)(iii) shall be reduced dollar-for-dollar by the amount of any outstanding Investment made in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorsPermitted Joint Venture; (d) Guarantees permitted by Section 7.02(e); (e) [Reserved] (f) Promissory notesto the extent constituting an Investment, earn-outsInvestments by any Loan Party in Swap Contracts permitted under Section 7.02(a); (g) Investments in securities of trade creditors or customers in the ordinary course of business and consistent with such Loan Party’s past practices that are received in settlement of bona fide disputes or pursuant to any plan of reorganization or liquidation or similar arrangement upon the bankruptcy or insolvency of such trade creditors or customers; (h) to the extent constituting an Investment, other contingent payment obligations mergers and consolidations permitted under Section 7.04; (i) Investments arising from promissory notes and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance connection with Dispositions pursuant to Section 7.04(f7.05(j); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments of any Person in investmentexistence at the time such Person becomes a Subsidiary in an aggregate amount for all such Loan Parties not to exceed $1,500,000 at any time outstanding; provided such Investment was not made in connection with or anticipation of such Person becoming a Subsidiary of the Borrower and such Investments are not directly or indirectly recourse to any of the Loan Parties or any of their respective assets, other than to the Person that becomes a Subsidiary; (k) Investments in connection with the creation of Subsidiaries, if the Borrower and such Subsidiary complies with the provisions of Section 6.12 and, provided, that to the extent such new Subsidiary is created solely for the purpose of consummating a merger transaction pursuant to a Permitted Acquisition, and such new Subsidiary at no time holds any assets or liabilities other than any merger consideration contributed to it contemporaneously with the closing of such merger transactions, such new Subsidiary shall not be required to take the actions set forth in Section 6.12 until the respective acquisition is consummated (at which time the surviving entity of the respective merger transaction shall be required to so comply within ten (10) Business Days (or such longer period as may be reasonably acceptable to the Administrative Agent in its sole discretion)); (l) Investments that may arise as a result of the consummation of Permitted Sale and Leaseback Transactions; (m) Investments in connection with Permitted Acquisitions and Permitted Joint Ventures; (n) Investments permitted pursuant to Section 7.02(b) for purposes and in amounts that would otherwise be permitted to be made as Restricted Payments to Holdings pursuant to Sections 7.06(c) through and including (e); provided that the principal amount of any such Investments in the form of loans shall reduce dollar-grade issuers for-dollar the amounts that would otherwise be permitted to be paid for such purpose in the form of Restricted Payments pursuant to such Sections; (o) Investments in an aggregate amount outstanding not to exceed the Cumulative Credit Availability as of the time such Investments were made; provided, that no such Investments will be permitted under this Section 7.03(o) unless (i) no Default or Event of Default exists or would result therefrom, (ii) at the time that any such Investment is made (and immediately after giving effect thereto and any other related transaction), Holdings shall be in compliance, on a Pro Forma Basis, with (A) Section 7.11(b) and (B) a Consolidated Total Lease Adjusted Leverage Ratio of not more than the lesser of (1) the maximum Consolidated Total Lease Adjusted Leverage Ratio permitted pursuant to Section 7.11(a) at such time less 0.25:1.00 and (2) 5.00:1:00, on the date of the relevant Investment under this Section 7.03(o) and, in each case for the most recent Measurement Period for which financial statements are held available prior to such Investment, and (iii) prior to the making of such Investment, Holdings or the Borrower shall have delivered to the Administrative Agent a certificate executed by a Responsible Officer, calculating in reasonable detail the amount of Cumulative Credit Availability immediately prior to such Investment and the amount thereof to be so applied and certifying to the best of such officer’s knowledge, compliance with the requirements of the preceding clauses (i) and (ii) and containing the calculations (in reasonable detail) required by the Borrower or any Subsidiary not longer than eighteen monthspreceding clause (ii); and (kp) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, 4,000,000 in the aggregate at any timetime outstanding; provided that in connection with any such Investment, the Lien on, and security interest in, such property granted or to be granted in favor of the Administrative Agent under the Collateral Documents shall be maintained or created in accordance with the provisions of Section 6.12.

Investments. Make (a) The Borrower agrees that it will not, and will not permit any Investmentsof its Restricted Subsidiaries to, make, purchase, acquire or hold any Investments except: (ai) Investments held by existing on the Borrower or such Subsidiary Closing Date in Restricted Subsidiaries, Unrestricted Subsidiaries and in Joint Ventures, in each case, as described in Schedule 7.05; (ii) Investments made after the form of cash, cash equivalents or other Short Term Closing Date in Equity Interests in Wholly Owned Restricted Subsidiaries and in Rendezvous Gas; (iii) Permitted Investments; (biv) Investments constituting loans and or advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposespermitted by Section 7.01(f); (cv) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another SubsidiaryGuarantees constituting Indebtedness permitted by Section 7.01; (dvi) Investments in Swap Contracts permitted by Section 7.12; (vii) Permitted Acquisitions; (eviii) Investments consisting of (A) extensions of credit in the nature of accounts receivable or notes receivable arising from the grant granting of trade credit in the ordinary course of business, and (B) Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors in order to prevent or limit loss, and (C) Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in the bankruptcy or reorganization of, or settlement of delinquent accounts and disputes with, customers and suppliers, in each case in the obligations ordinary course of account debtorsbusiness; (fix) Promissory notesInvestments made after the Closing Date in (A) Unrestricted Subsidiaries, earn(B) Non-outsWholly Owned Subsidiaries and (C) Joint Ventures, other contingent payment obligations and other non-cash consideration received by provided that the aggregate outstanding amount of all Investments permitted for the Borrower or and its Restricted Subsidiaries pursuant to this clause (a)(ix) shall not at any time exceed in the aggregate an amount equal to the greater of its Subsidiaries as partial payment $50,000,000 and 7.5% of Consolidated Net Tangible Assets of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen monthsBorrower; and (kx) other Investments not otherwise permitted hereunder by the foregoing clauses in this Section 7.05, provided that the aggregate outstanding amount of all Investments permitted for the Borrower and its Restricted Subsidiaries pursuant to this clause (a)(x) shall not exceeding at any time exceed in the aggregate an amount equal to the greater of (i) $50,000,000 30,000,000 and (ii) 2.54.0% of Consolidated Net Tangible Assets, in Assets of the aggregate at any timeBorrower. (b) [RESERVED]

Investments. Make The Borrower shall not, and shall not permit any Restricted Subsidiary to, acquire for value, make, have, or hold any Investments, except: (a) Investments held by existing on the Borrower or such Subsidiary in the form date of cash, cash equivalents or other Short Term Investments;this Agreement identified on Schedule 6.10. (b) loans and advances to officersInvestments in Subsidiaries after the date of this Agreement, directors and employees whether through the formation or acquisition of such Subsidiaries, as long as the Borrower has complied with Section 5.14, no Default or Event of Default then exists or would occur as a result of any of its Subsidiaries in such Investment, and if any such Investment occurs through an aggregate amount not to exceed $10,000,000 at any time outstandingAcquisition, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes;such Acquisition is a Permitted Acquisition. (c) Investments in joint ventures, provided that no Default or Event of the Borrower in any Subsidiary and Investments Default then exists or would occur as a result of any Subsidiary in the Borrower or in another Subsidiary;such Investment. (d) Permitted Acquisitions; (e) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit Travel advances to management personnel and employees in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and . (e) Investments in account debtors received in connection with a proceeding under readily marketable direct obligations issued or guaranteed by the United States or any Debtor Relief Laws in settlement agency thereof and supported by the full faith and credit of the obligations of account debtors;United States. (f) Promissory notesCertificates of deposit or bankers’ acceptances issued by any commercial bank organized under the laws of the United States or any State thereof that has (i) combined capital and surplus of at least $1,000,000,000, earn-outsand (ii) a credit rating with respect to its unsecured indebtedness from a nationally recognized rating service that is reasonably satisfactory to the Bank. (g) Commercial paper given the highest rating by a nationally recognized rating service. (h) Repurchase agreements relating to securities issued or guaranteed as to principal and interest by the United States of America with a term of not more than 7 days; provided all such agreements shall require physical delivery of the securities securing such repurchase agreement, other contingent payment obligations and other non-cash except those delivered through the Federal Reserve Book Entry System. (i) Other readily marketable Investments in debt securities that are reasonably acceptable to the Bank. (j) Any Investment that constitutes a Permitted Acquisition. (k) Any Investment arising under a Rate Protection Agreement or Foreign Currency Hedging Agreement permitted under Section 6.19. (l) Other Investments if the aggregate consideration received therefor does not exceed $11,500,000, provided that no Default or Event of Default then exists or would occur as a result of any such Investment. Any Investments under clauses (e), (f), (g), or (h) above must mature within one year of the acquisition thereof by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any a Restricted Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any time.

Investments. Make any Investments, exceptInvestments or acquire or form new Subsidiaries other than: (a) Investments held by the Borrower or such Subsidiary in the form of cash, Cash and cash equivalents or other Short Term equivalent Investments; (b) loans and advances to officers, directors and employees Endorsements for collection or deposit in the ordinary course of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesbusiness; (c) Investments in connection with the acquisition of the a New Property made with permitted Capital Expenditures or funded without incurring or assuming any Indebtedness and with respect to which Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiaryhas complied with Section 4.18 hereof; (d) Permitted AcquisitionsFormation of new Subsidiaries (and capital contributions in connection therewith) with respect to which Borrower has complied with Section 4.18; (e) Investments consisting of extensions (i) Extensions of credit by Holdings, Borrower or any of Holdings’ or Borrower’s domestic wholly-owned Subsidiaries to Borrower or any of Borrower’s or Holdings’ domestic wholly-owned Subsidiary, provided that, such loans extended by a Credit Party are evidenced by promissory notes, the sole originally executed copy of which shall be pledged to Agent, as security for the Obligations and (ii) capital contributions by Holdings, Borrower or any of Holdings’ or Borrower’s domestic wholly-owned Subsidiaries to Borrower or any of Borrower’s or Holdings’ domestic wholly-owned Subsidiaries; (f) Investments in the nature form of accounts receivable or notes receivable arising intercompany loans made by Borrower to Holdings to the extent that, at the time such loan is made, a Restricted Payment from Borrower to Holdings would be permitted under Section 5.7 and provided that (i) the grant proceeds of trade credit such loans are used for the purposes specified in Section 5.7, (ii) such loans are evidenced by promissory notes, the sole originally executed copy of which shall be pledged to Agent, as security for the Obligations and (iii) such intercompany loan shall be treated as a Restricted Payment for purposes of this Agreement, including, without limitation, determining compliance with the provisions of Section 5.7 relating to the type and amount of such Restricted Payment; (g) Loans and advances to employees in the ordinary course of business, and Investments received business not to exceed $500,000 in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under the aggregate at any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiarytime outstanding; (h) Investments comprised of Capital Expenditures and Excluded Capital Expenditures to the purchase of receivables from other energy marketers as required from time extent permitted pursuant to time by one or more applicable Governmental AuthoritiesSection 4.12(c) and (d); (i) Investments existing on the date hereof Restatement Effective Date and set forth described on Schedule 7.02;5.9; and (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any timePermitted Franchising Acquisitions.

Investments. Make any Investments, except: (ai) Investments held by the Borrower or such Subsidiary in the form of cashcash and Cash Equivalents, (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, cash equivalents in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other Short Term Investmentsdisputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the U.S. Cellular Credit Agreement, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (b) loans and advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (ev) 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, business and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection consistent with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorspast practices; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any time.

Investments. Make The Borrower will not, nor will it permit any Investmentsof its Subsidiaries to, make or permit to remain outstanding any Investments except: (a) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term Investmentsoperating deposit accounts with banks; (b) loans Permitted Investments; (i) Investments by the Borrower and advances to officers, directors and employees its Subsidiaries in Capital Stock of Subsidiaries of the Borrower or (other than any Excluded Non-Media Subsidiaries) and (ii) advances by the Borrower and its Subsidiaries to any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at the Subsidiary Guarantors, and advances by any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary Designated SBG Subsidiaries to the Borrower, in the Borrower or in another Subsidiaryordinary course of business permitted to be incurred by Section 7.01(c); (d) Permitted AcquisitionsInvestments outstanding on the Fifth Restatement Effective Date (other than Investments permitted under clauses (a), (b) and (c) of this Section) and identified in Schedule 4.14(b); (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement acquisition of the obligations Capital Stock of account debtorsPersons or the formation of Wholly Owned Subsidiaries of the Borrower for the acquisition of Capital Stock of Persons, resulting in such Persons becoming Wholly Owned Subsidiaries of the Borrower, in each case for the purpose of enabling the Borrower and its Subsidiaries to consummate acquisitions permitted by Section 7.04; (f) Promissory notesGuarantees by Subsidiary Guarantors of Indebtedness of the Borrower to the extent such guarantees are permitted under Section 7.01; (g) Guarantees permitted under Section 7.01(e); (h) Investments by the Borrower and its Subsidiaries in any Receivables Subsidiary in connection with any Receivables Financing permitted under Section 7.01(f); (i) additional Investments made after the Fifth Restatement Effective Date, earn-outswhich when taken together with the Aggregate Consideration for Acquisitions made pursuant to Section 7.04(g), other contingent payment obligations shall not exceed $200,000,000 in the aggregate, provided that no Default shall have occurred and other non-cash consideration received be continuing at the time of the making of each such Investment or would result therefrom; (j) Investments by the Borrower or any of its Subsidiaries as partial payment not exceeding $100,000,000 in the aggregate with respect to payments required to be made after the Fifth Restatement Effective Date with respect to purchase options relating to the purchase of Stations by the Borrower and its Subsidiaries; provided that no Default shall have occurred and be continuing at the time of the total consideration making of any Disposition made in accordance with Section 7.04(f)each such Investment or would result therefrom; (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (hk) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary of its Subsidiaries with respect to payments required to be made after the Fifth Restatement Effective Date with respect to purchase options in connection with the Barrington Acquisition and the Cox Acquisition; (l) [Reserved]; (m) the purchase, redemption, retirement, acquisition for value, defeasance, voluntary payment or prepayment in full or in part by the Borrower of the 6.125% Senior Unsecured Notes, the 8.375% Senior Unsecured Notes, the 9.25% Second Secured Second Lien Notes or Permitted Additional Indebtedness with the proceeds of Indebtedness permitted under Sections 2.01(c), 7.01(h), (j) or (m); (n) the purchase, redemption, retirement, acquisition for value, defeasance, voluntary payment or prepayment or refinancing in full or in part by the Borrower of any Other Debt, in an aggregate amount not longer than eighteen monthsto exceed (i) $200,000,000 plus (ii) together with any payments made under Section 7.08(h), $100,000,000 in any fiscal year of the Borrower (it being understood and agreed that the Borrower shall be permitted to carry forward $50,000,000 of unused amounts to the next succeeding fiscal year) plus (iii) together with any payments made under Section 7.08(j), $300,000,000; and (ko) other Investments not otherwise permitted hereunder and not exceeding any refinancing with the greater proceeds of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible AssetsPermitted Second Priority Refinancing Debt, in the aggregate at any timePermitted Senior Unsecured Refinancing Debt or Permitted Subordinated Refinancing Debt.

Investments. Make (1) Each of the Project Guarantors shall not, and the Project Guarantors shall take all Relevant Member Action, subject to the proviso at the end of Article VII, to cause each of the Project Companies not to, directly or indirectly, make or hold any Investments except (a) Investments by the Project Guarantors in the Project Companies existing as of the Closing Date as set forth on Schedule 5.12 and (b) Investments in the form of loans and advances by the Project Guarantor to the Project Company in which it holds an Equity Interest and capital contributions by the Project Guarantor to or in the Project Company in which it holds an Equity Interest made on or after the Closing Date in accordance with the terms of the applicable Project Company Operating Agreement, Master EPC Agreement or Equity Capital Contribution Agreement, as the case may be. (2) The Borrower and the Operating Guarantors shall not, and the Borrower and each Operating Guarantor shall cause each of the Other Subsidiaries not to, directly or indirectly, make or hold any Investments, except: (a) Investments held by the Borrower or Borrower, the Operating Guarantors and the Other Subsidiaries in Cash Equivalents at the time such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsInvestment is made; (b) loans or advances by Borrower, the Operating Guarantors and advances the Other Subsidiaries to officers, directors and employees of Borrower, the Borrower or any of its Operating Guarantors and the Other Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, (i) for reasonable and customary business-related travel, entertainment, relocation, payroll, office equipment, tuition relocation and analogous ordinary business purposes, (ii) in connection with such Person’s purchase of Equity Interests of Parent or any direct or indirect parent thereof (provided that the amount of such loans and advances shall be contributed to the Borrower in cash as common equity) and (iii) for any other purposes not described in the foregoing clause (i) and (ii); provided that the aggregate principal amount outstanding at any time under clause (iii) above shall not exceed $1,000,000; (c) Investments of (i) by the Borrower Borrower, the Operating Guarantors and the Other Subsidiaries in any Subsidiary and Investments of any Loan Party (other than Parent) or Other Subsidiary in the ordinary course of business consistent with the past practices of such parties (including, without limitation, capital contributions and other funding from the Borrower or the Operating Guarantors to any Other Subsidiary as and when required (including for working capital)) and (ii) by any Other Subsidiary in another any Other Subsidiary; (d) Permitted Acquisitions; Investments (ei) 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 Investments (ii) received in satisfaction or partial satisfaction thereof from financially troubled account debtors and other credits to suppliers in the ordinary course of business; (e) Investments in account debtors received in connection with a proceeding consisting of (x) transactions permitted under any Debtor Relief Laws in settlement Sections 7.01, 7.03 (other than 7.03(2)(c) and (2)(d)), 7.04 and 7.05 (other than 7.05(2)(e)), (y) Restricted Payments permitted by Section 7.06 and (z) repayments or other acquisitions of Indebtedness of the obligations of account debtorsBorrower or a Guarantor not prohibited by Section 7.12; (f) Promissory notesInvestments (i) existing or contemplated on the Closing Date and set forth on Schedule 7.02(2)(f) and any modification, earn-outsreplacement, other contingent payment obligations renewal, reinvestment or extension thereof and (ii) existing on the Closing Date by the Borrower, the Operating Guarantors or the Other Subsidiaries in any Subsidiary and any modification, renewal or extension thereof; provided, in each case, that the amount of any original Investment under this clause (f) is not increased except by as contemplated by the terms of such Investment as of the Closing Date or as otherwise permitted by Section 7.02; (g) Investments in Swap Contracts permitted under Section 7.03; (h) promissory notes and other non-cash consideration received in connection with Dispositions permitted by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities7.05; (i) any acquisition of all or substantially all the assets of, or all the Equity Interests (other than directors’ qualifying shares or any options for Equity Interests that cannot, as a matter of law, be cancelled, redeemed or otherwise extinguished without the express agreement of the holder thereof at or prior to acquisition) in, a Person or division or line of business of a Person (or any subsequent investment made in a Person, division or line of business previously acquired in a Permitted Acquisition) other than an Affiliate or Subsidiary of Borrower, in a single transaction or series of related transactions, if immediately prior to and after giving effect thereto: (i) no Event of Default shall have occurred and be continuing or would result therefrom (other than in respect of any Permitted Acquisition made pursuant to a legally binding commitment entered into at a time when no Default exists or would result therefrom); (ii) any acquired or newly formed Subsidiary shall not be liable for any Indebtedness except for Indebtedness otherwise permitted by Section 7.03 and (iii) the aggregate amount of such Investments existing on the date hereof and set forth on Schedule 7.02by Loan Parties in assets that are not (or do not become) owned by a Loan Party or in Equity Interests in Persons that do not become Loan Parties upon consummation of such acquisition shall not exceed $7,500,000 (any such acquisition, a “Permitted Acquisition”); (j) Investments in investment-grade issuers that are held the ordinary course of business consisting of UCC Article 3 endorsements for collection or deposit and UCC Article 4 customary trade arrangements with customers consistent with past practices; (k) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment; (l) Unsecured loans and advances by the Borrower or any Operating Guarantors to any Loan Party (other than Parent); (m) other Investments in an aggregate amount outstanding pursuant to this clause (m) (valued at the time of the making thereof, and without giving effect to any write downs or write offs thereof) at any time not to exceed $500,000 in the aggregate (net of any return in respect thereof, including dividends, interest, distributions, returns of principal, profits on sale, repayments, income and similar amounts); (n) advances of payroll payments to employees in the ordinary course of business; (o) Investments made in the ordinary course of business and consistent with past practice in connection with obtaining, maintaining or renewing client contracts and loans or advances made to distributors in the ordinary course of business and consistent with past practice; (p) Investments of a Subsidiary acquired after the Closing Date or of a corporation merged or amalgamated or consolidated into the Borrower or merged, amalgamated or consolidated with a Subsidiary, in each case in accordance with Section 7.04 after the Closing Date to the extent that such Investments were not longer made in contemplation of or in connection with such acquisition, merger, amalgamation or consolidation, do not constitute a material portion of the aggregate assets acquired by the Borrower and its Subsidiaries in such transaction and were in existence on the date of such acquisition, merger or consolidation; (q) Investments financed with capital contributions or other equity investments (whether made in cash, Cash Equivalents or otherwise) in any Project Guarantor or Project Company; (r) Project Company Guarantees; (s) Guarantees by the Borrower or any Other Subsidiary of leases (other than eighteen monthsCapitalized Leases) or of other obligations that do not constitute Indebtedness, in each case entered into in the ordinary course of business; and (kt) other Investments not otherwise permitted hereunder and not exceeding in accordance with the greater terms of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any timeTax Equity Transaction Document.

Investments. Make Not, and not permit any Investmentsother Loan Party to, exceptmake or permit to exist any Investment in any other Person, except the following: (a) Investments held existing on the Closing Date and described in Schedule 7.10 and, after the Closing Date, the creation of any Wholly-Owned Subsidiary and contributions by Borrower to the Borrower or capital of any Wholly-Owned Subsidiary of Borrower, so long as the recipient of any such Subsidiary contribution has guaranteed the Obligations and such guaranty is secured by a pledge of all of its equity interests and substantially all of its real and personal property, in the form of cash, cash equivalents or other Short Term Investmentseach case in accordance with Section 6.8; (b) loans and advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesCash Equivalent Investments; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary bank deposits in the Borrower or in another Subsidiaryordinary course of business; (d) Permitted Acquisitionsany purchase or other acquisition by Borrower or any Wholly-Owned Subsidiary of Borrower of the assets or equity interests of any Subsidiary of Borrower; (e) transactions among Loan Parties permitted by Section 7.4; (f) Investments that also constitute Debt, including Hedging Obligations, permitted under Section 7.1; (g) prepaid expenses, negotiable instruments held for collection or workers compensation, lease, utility and other similar deposits made in the ordinary course of business and notes receivable of, or prepaid royalties, of customers and other trade credit extended in the ordinary course of business; (h) Investments consisting of extensions the non-cash portion of credit the consideration received in respect of dispositions permitted hereunder; (i) Investments permitted by Borrower or any Loan Party as a result of the nature receipt of accounts receivable insurance and/or condemnation or notes receivable arising from expropriation proceeds in accordance with the grant Loan Documents; (j) extension of trade credit in the ordinary course of business, business (including notes receivable or prepaid royalties) to customers and suppliers who are not Affiliates and Investments (i) received as a result of the bankruptcy or reorganization of any Person or taken in satisfaction settlement of or partial satisfaction thereof from financially troubled account debtors other resolution of claims or disputes or (ii) in securities of customers and Investments in account debtors suppliers received in connection with a proceeding under any Debtor Relief Laws in the bankruptcy or reorganization of, or settlement of the obligations of account debtorsdelinquent accounts and bona fide disputes with, customers and suppliers, and, in each case, extensions, modifications and renewals thereof; (fk) Promissory notes, earn-outs, other contingent payment obligations and other Investments consisting of non-cash consideration received loans to employees, officers or directors relating to the purchase of capital stock of Borrower pursuant to employee stock purchase plans or other similar arrangements approved by Borrower’s board of directors; (l) Investments consisting of employee loans and travel advances in the Borrower or any ordinary course of its Subsidiaries as partial payment of the total consideration of any Disposition made business in accordance with Section 7.04(f)past business practices of Loan Parties; (gm) Guarantees Investments consisting of the Borrower non-exclusive licensing of technology, the development of technology or any Subsidiary in respect the providing of Indebtedness of the Borrower technical support to joint ventures and other strategic or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen monthscollaborative arrangements; and (kn) other Investments that do not otherwise permitted hereunder and not exceeding the greater of exceed Two Hundred Fifty Thousand Dollars (i$250,000) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at in any timefiscal year.

Investments. Make Each of the Borrower and each Parent Guarantor will not, and will not permit any Investmentsof their respective Subsidiaries to, make, incur, assume or suffer to exist any Investment in any other Person, except: (a) Investments held by existing on the Borrower or such Subsidiary Closing Date and identified in Item 7.2.5(a) ("Ongoing Investments") of the form of cash, cash equivalents or other Short Term InvestmentsDisclosure Schedule; (b) Cash Equivalent Investments; (c) without duplication, Investments permitted as Indebtedness pursuant to Section 7.2.2; (d) without duplication, Investments permitted as Capital Expenditures of the Borrower and its Subsidiaries pursuant to Section 7.2.7; (e) Investments by any Parent Guarantor, the Borrower or any Subsidiary Guarantor in the Borrower or Subsidiary Guarantors that are Wholly-owned Subsidiaries of the Borrower; (f) Investments to the extent the consideration received pursuant to clause (c)(i) of Section 7.2.9 is not all cash; (g) Investments in the form of loans and advances to officers, directors and employees of Holdings and its Subsidiaries for the sole purpose of purchasing Capital Stock of Holdings (or purchases of such loans made by others) in an aggregate amount at any time outstanding not to exceed $3,000,000; (h) other Investments made by the Borrower or any of its Subsidiaries, by way of contributions to capital, the making of loans or advances or the incurrence of Contingent Liabilities, in an aggregate amount not to exceed (i) to the extent such Investments are made with the Capital Stock of Holdings, $30,000,000 since the Closing Date (such amounts in this clause (h)(i) to be determined based on the fair market value of such Capital Stock at the time of such Investments); and (ii) to the extent such Investments are not made with the Capital Stock of Holdings, $20,000,000 since the Closing Date, which Investments shall result in the Borrower or the relevant Subsidiary acquiring (subject to Section 7.2.1) a majority controlling interest in the Person in which such Investment was made or increasing any such controlling interest maintained by it in such Person; or (i) other Investments made by the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 1,000,000 at any time outstanding; provided, for travelhowever, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02;that (j) Investments in investment-grade issuers any Investment which when made complies with the requirements of the definition of the term "Cash Equivalent Investment" may continue to be held notwithstanding that are held such Investment if made thereafter would not comply with such requirements; (k) no Investment otherwise permitted by clause (c) (except to the Borrower extent permitted under Section 7.2.2), (f), (g), (h) or (i) shall be permitted to be made if, immediately before or after giving effect thereto, any Subsidiary not longer than eighteen monthsDefault shall have occurred and be continuing; and (kl) other Investments not no Investment otherwise permitted hereunder and not exceeding the greater of by clauses (a) through (i) $50,000,000 may be made if, after giving effect to the application thereof, there shall be a "Default" or "Event of Default" under and (ii) 2.5% of Consolidated Tangible Assetsas defined in the Senior Subordinated Note Indenture, in each case as in effect on the aggregate at any timeClosing Date.

Investments. Make No Credit Party shall, nor shall it permit any Investmentsof its Restricted Subsidiaries to, directly or indirectly, make or own any Investment in any Person, including any Joint Venture, except: (a) Investments held by in Cash and Cash Equivalents; (i) equity Investments owned as of the Effective Date in any Subsidiary or Unrestricted Subsidiary and any Joint Venture and (ii) Investments made after the Effective Date in (x) the Holdings, the Borrower or such any Restricted Subsidiary, (y) by any Subsidiary that is not a Credit Party in the form of cash, cash equivalents or other Short Term Investmentsanother Subsidiary that is not a Credit Party and (z) by any Subsidiary that is not a Credit Party in a Credit Party; (bc) Investments (i) in any Securities received in satisfaction or partial satisfaction thereof from financially troubled account debtors and (ii) deposits, prepayments and other credits to suppliers made in the ordinary course of business consistent with the past practices of the Borrower and its Subsidiaries; (d) Investments consisting of the purchase of the remaining Equity Interests in Joint Ventures in which the Borrower or a Restricted Subsidiary owned as of the Effective Date; (e) intercompany loans and guarantees to the extent permitted under Sections 6.1(b), 6.1(i), 6.1(m) and 6.1(n) and other Investments in Subsidiaries which are not Credit Parties; (f) Consolidated Capital Expenditures with respect to the Borrower and the Guarantors; (g) loans and advances to officersdirectors, directors officers and employees of the Borrower or any of and its Subsidiaries (i) made in the ordinary course of business in an aggregate principal amount not to exceed $25,000,000 and (ii) made in connection with such Person’s purchase of Equity Interests of Borrower or the direct parent of the Borrower (provided that such transaction is a non-cash transaction); (h) Permitted Acquisitions permitted pursuant to Section 6.8; (i) Investments described in Schedule 6.6 as of the Effective Date; (j) Interest Rate Agreements and Currency Agreements which constitute Investments; (k) other Investments in an aggregate amount not to exceed the greater of (x) $10,000,000 275,000,000 and (y) 50% of Consolidated Adjusted EBITDA as of the last day of the most recently ended Test Period at any one time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition outstanding plus any unused amounts under the General RP Basket and analogous ordinary business purposesthe General Subordinated Debt Payments Basket as in effect immediately prior to the making of such Investment (the “General Investment Basket”) (which such amounts shall reduce the amount of the General RP Basket and General Subordinated Debt Payments Basket); (cl) other Investments in an aggregate amount not to exceed the Cumulative Amount as in effect immediately prior to the making of the Borrower in any Subsidiary such Investment; provided that (other than with respect to usages of clauses (i), (iii) or (vii) of Cumulative Amount) immediately prior to, and Investments after giving effect thereto, no Event of any Subsidiary in the Borrower Default pursuant to Section 8.1(a), (f) or in another Subsidiary(g) shall have occurred and be continuing or would result; (dm) Permitted Acquisitionsother Investments in an aggregate amount not to exceed the Cumulative Equity Amount as in effect immediately prior to the making of such Investment; provided that the Borrower shall have delivered to Administrative Agent an officer’s certificate of an Authorized Officer, together with all relevant financial information reasonably requested by Administrative Agent, demonstrating in reasonable detail the calculation of the Cumulative Equity Amount immediately prior to the making of such Investment and the amount thereof elected to be so applied; (en) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable securities of trade creditors or customers that are received in settlement of bona fide disputes arising from the grant of trade credit in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (fo) Promissory notesto the extent constituting Investments, earn-outsPermitted Liens and Restricted Junior Payments permitted under Section 6.4; (p) guarantees of (i) leases (other than Capital Leases) or of other obligations that do not constitute Indebtedness, in each case entered into in the ordinary course of business, and (ii) Indebtedness to the extent permitted under Section 6.1 and other contingent payment obligations of Credit Parties not prohibited hereunder; (q) promissory notes and other non-cash consideration that is permitted to be received in connection with dispositions permitted by Section 6.8; (r) loans and advances to the direct parent of the Borrower or any of its Subsidiaries as partial payment in lieu of, and not in excess of the total consideration amount of (after giving effect to any Disposition other loans, advances or Restricted Junior Payments in respect thereof), Restricted Junior Payments to the extent permitted to be made to such Person in accordance with Section 7.04(f6.4; (s) advances of payroll payments to directors, officers, employees, members of management and consultants in the ordinary course of business; (t) Investments held by a Subsidiary acquired after the Effective Date or of a Person merged into, amalgamated with or consolidated into the Borrower or a Subsidiary in accordance with Section 6.8 after the 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; (u) Indebtedness permitted by Section 6.1(w) and 6.1(r); (v) additional Investments provided that (i) the Total Net Leverage Ratio does not exceed 6.30:1.00 on a Pro Forma Basis as of the last day of the most recently ended Test Period and (ii) no Event of Default under Section 8.1(a), (f) or (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiaryshall have occurred and be continuing; (hw) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authoritiesany Permitted Reorganization and any IPO Reorganization Transactions; (ix) Investments existing on the date hereof and set forth on Schedule 7.02[reserved]; (jy) Investments in investment-grade issuers that are held by Unrestricted Subsidiaries in an aggregate principal amount at any time outstanding not to exceed the Borrower or any Subsidiary not longer than eighteen monthsgreater of (x) $190,000,000 and (y) 35% of Consolidated Adjusted EBITDA as of the last day of the most recently ended Test Period (the “Unrestricted Subsidiaries Investment Basket”); and (kz) other Investments in Similar Businesses in an aggregate principal amount at any time outstanding not otherwise permitted hereunder and not exceeding to exceed the greater of (ix) $50,000,000 275,000,000 and (iiy) 2.550% of Consolidated Tangible AssetsAdjusted EBITDA as of the last day of the most recently ended Test Period. To the extent an Investment is permitted to be made by a Restricted Subsidiary directly in any Subsidiary or any other Person who is not a Credit Party (each such person, a “Target Person”) under any provision of this Section 6.6, such Investment may be made by advance, contribution or distribution by a Credit Party to a Subsidiary or Holdings, which is further contemporaneously advanced or contributed to a Subsidiary for purposes of making the relevant Investment in the Target Person without such initial advance, contribution or distribution constituting an Investment for purposes of this Section 6.6 (it being understood that such ultimate Investment in the Target Person must satisfy the requirements of, and shall count towards any thresholds in, a provision of this Section 6.6 as if made by the applicable Subsidiary directly to the Target Person). For purposes of this Section 6.6, the amount of any Investment shall be the amount actually invested, without adjustment for subsequent increases or decreases in the value of such Investment (including any write-downs or write-offs thereof) but giving effect to any cash returns or cash distributions received by such Person with respect thereto in an amount not to exceed the original amount of such Investment. Notwithstanding the foregoing, in no event shall any Credit Party make any Investment which results in or facilitates in any manner any Restricted Junior Payment not otherwise permitted under the aggregate at any timeterms of Section 6.4.

Investments. Make The Borrower shall not, and shall not permit any Investmentsof its Subsidiaries to, exceptdirectly or indirectly make or maintain any Investment except for the following: (a) Investments existing on the Closing Date and disclosed on Schedule 7.03, and any refinancings of such Investments to the extent constituting Indebtedness otherwise permitted under Section 7.01(b), provided such refinancing complies with the provisions of Section 7.01(e); (b) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsCash Equivalents; (bc) Investments in accounts, contract rights and chattel paper (each as defined in the UCC), notes receivable and similar items arising or acquired from the sale of Inventory in the ordinary course of business consistent with the past practice of the Borrower and its Subsidiaries; (d) Investments received in settlement of amounts due to the Borrower or any Subsidiary of the Borrower effected in the ordinary course of business; (e) Investments by (i) the Borrower in any Guarantor or by any Guarantor in the Borrower or another Guarantor, (ii) a Subsidiary of the Borrower that is not a Guarantor in the Borrower or any of its Subsidiaries, or (iii) the Borrower or any Subsidiary of the Borrower in (A) Joint Ventures; (B) Subsidiaries that are not Guarantors; or (C) or an Affiliate of the Borrower that is neither a Guarantor nor a Joint Venture; provided that, the aggregate outstanding amount of all such Investments pursuant to this clause (iii) (including Letters of Credit and other credit support obligations from the Borrower or its Subsidiaries, and including obligations to make Investments of equity in Joint Ventures or Subsidiaries in connection with the terms of Non-Recourse Indebtedness) shall not exceed $200,000,000 at any time; (f) loans and or advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not (or guaranties of loans and advances made by a third party to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments employees of the Borrower in or any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (dits Subsidiaries) Permitted Acquisitions; (e) 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; provided, that the aggregate principal amount of all such loans and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors advances and Investments in account debtors received in connection with a proceeding under guaranties of loans and advances shall not exceed $1,000,000 at any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)time; (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any SubsidiaryInvestments constituting Guaranty Obligations permitted by Section 7.01; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authoritiesin connection with a Permitted Acquisition; (i) Investments existing on in that certain joint venture between Thermax Ltd., an entity organized under the date hereof laws of India, and set forth on Schedule 7.02;BWPGG or any of its Subsidiaries for the design, manufacture and supply of equipment, including supercritical boilers, to the Indian energy and power sector in an aggregate amount not exceed $150,000,000 at any time outstanding; and (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assetshereby; provided, in however, that the aggregate outstanding amount of all such Investments shall not exceed $25,000,000 at any time. For purposes of covenant compliance, the amount of any Investment shall be the original cost of such Investment, minus the amount of any portion of such Investment repaid to the investor as a dividend, repayment of loan or advance, release or discharge of a guarantee or other obligation or other transfer of property or return of capital, as the case may be, but without any other adjustments for increases or decreases in value, or write-ups, write-downs or write-offs with respect to such Investment or interest earned on such Investment.

Investments. Make The Borrower shall not, and shall not permit any Subsidiary to, make any Investments, except: (ai) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Short-Term InvestmentsMarketable Debt Securities; (bii) loans and advances to officers, directors and employees of the Borrower or any of its and Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition relocation and analogous ordinary business purposespurposes in accordance with law; (ciii) Investments of the Borrower in any Domestic Subsidiary and Investments of any Subsidiary in the Borrower or in another a Domestic Subsidiary; (div) Permitted AcquisitionsInvestments of the Borrower and of any Subsidiary in any Foreign Subsidiary after the Closing Date in an amount not to exceed a cumulative amount equal to 5% of the book value consolidated assets of the Borrower and its Subsidiaries as of the end of the most recent Fiscal Quarter for which the Borrower has delivered financial statements pursuant to Section 6.01(a) or (b); (ev) Investments consisting of extensions of credit by a Subsidiary to the Borrower provided that the obligations of the Borrower in respect of such extensions of credit must be subordinated to the Obligations on subordination terms satisfactory to the Administrative Agent; (vi) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant granting of trade credit in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments to the extent reasonably necessary in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorsorder to prevent or limit loss; (fvii) Promissory notesGuarantees of Indebtedness of Affiliates, earn-outsto the extent permitted by Section 7.02 and, other contingent payment obligations and other non-cash consideration received in the case of Guarantees by Subsidiaries, to the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with extent permitted by Section 7.04(f7.01(d); (gviii) Guarantees Investments as of the Borrower or any Subsidiary Closing Date in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and entities set forth on Schedule 7.027.01(c); (jix) Pass-Through Investments made after the Closing Date; (x) Investments in investmentLCR as follows: (A) Investments as of the Closing Date, (B) Pass-grade issuers that are held Through Investments made after the Closing Date, (C) Investments made after the Closing Date in an aggregate amount not to exceed the aggregate amount of cash dividends distributed after the Closing Date by LCR to the Borrower or any Subsidiary Borrower, and (D) additional Investments not longer than eighteen monthsto exceed $100,000,000 in the aggregate made after the Closing Date; and (kxi) other Investments made after the Closing Date in a cumulative amount not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5to exceed 10% of Consolidated Tangible Assets, in the aggregate at any timebook value consolidated assets of the Borrower and its Subsidiaries as of the end of the most recent Fiscal Quarter for which the Borrower has delivered financial statements pursuant to Section 6.01(a) or (b).

Investments. Make or hold any Investments, except: (a) Investments held by the Borrower or such Subsidiary Borrowers and their Subsidiaries (i) in the form of cashcash or Cash Equivalents, cash equivalents or other Short Term Investmentsand (ii) pursuant to the investment policy of the Borrowers; (b) loans and advances from any Loan Party to officersany officer, directors and employees director and/or employee of the Borrower or any of its Borrowers and Subsidiaries thereof in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes[***]; (c) (i) Investments of by the Borrower Borrowers and their Subsidiaries in their respective Subsidiaries outstanding on the date hereof, (ii) Investments by the Borrowers and their Subsidiaries in Loan Parties, (iii) Investments by Excluded Subsidiaries in other Excluded Subsidiaries and (iv) so long as no Default has occurred and is continuing or would result from such Investment, additional Investments (other than Investments made under clause 7.03(j) below) by the Loan Parties in Excluded Subsidiaries in an aggregate amount invested from the date hereof together with any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiarymade under clause 7.03(i) below not to exceed [***]; (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments to the extent reasonably necessary in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorsorder to prevent or limit loss; (e) Guarantees permitted by Section 7.02; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof (other than those referred to in Section 7.03(c)(i)) and set forth on Schedule 7.027.03; (g) Permitted Acquisitions (other than of CFCs and Subsidiaries held directly or indirectly by a CFC which Investments are covered by Section 7.03(c)(iv)); (h) Investments (including debt obligations) received in connection with the bankruptcy or reorganization of suppliers and customers and in settlement of delinquent obligations of, and other disputes with, customers and suppliers arising in the ordinary course of business; [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. (i) Investments in Excluded Subsidiaries (x) in accordance with the applicable Tax Equity Documents, Backlever Financing or System Refinancing, as the case may be, in the ordinary course of business, (y) of PV Systems which are in operation as collateral to secure accounts receivable financing in which the net proceeds (after deduction of reasonable fees and expenses) are distributed to any Borrower and (z) pursuant to any repurchase of assets permitted by Section 7.02(i); and (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and contemplated by the above provisions not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, [***] in the aggregate at any timeinvested from the date hereof after taking into account Investments under clause 7.03(c)(iv) above.

Investments. Make Directly or indirectly, make or own any InvestmentsInvestment in any Person, including any Joint Venture, except: (a) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsCash and Cash Equivalents; (b) loans and advances to officers, directors and employees equity Investments owned as of the Restatement Date in any Subsidiary and Investments made after the Restatement Date in the U.S. Borrower, the Canadian Borrower or and any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesWholly-Owned Subsidiary Guarantor; (c) Investments of the Borrower (i) in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) 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 Investments Securities received in satisfaction or partial satisfaction thereof from financially troubled account debtors and (ii) consisting of accounts receivables, deposits, prepayments and other trade credits to suppliers created, acquired or made in the ordinary course of business consistent with the past practices of Holdings and its Subsidiaries; (d) intercompany loans to the extent permitted under Section 6.01(b) and other Investments in account debtors received Subsidiaries which are not Wholly-Owned Subsidiary Guarantors, provided that such Investments (including through intercompany loans and any Permitted Acquisition) in connection Subsidiaries other than Wholly-Owned Subsidiary Guarantors shall not exceed at any time an aggregate amount $40,000,000; (e) Capital Expenditures with a proceeding under respect to any Debtor Relief Laws in settlement of Borrower and the obligations of account debtorsGuarantors; (f) Promissory notesloans and advances to employees, earn-outs, other contingent payment obligations officers and other non-cash consideration received directors of FML Holdings and its Subsidiaries made in the ordinary course of business in an aggregate principal amount not to exceed $2,000,000; (g) Permitted Acquisitions permitted pursuant to Section 6.08; (h) Investments described in Schedule 6.06; (i) Hedge Agreements which constitute Investments; (j) loans by the U.S. Borrower or any of its Subsidiaries as partial payment to the employees, officers or directors of FML Holdings, the U.S. Borrower or any of their respective Subsidiaries in connection with management incentive plans; provided that such loans represent cashless transactions pursuant to which such employees, officers or directors directly invest the proceeds of such loans in Equity Interests issued by FML Holdings; (k) Investments in the Net Cash Proceeds from Asset Sales and of the type described in clause (b) of the definition thereof, to the extent permitted under Section 2.14(a) or (b), respectively; (l) Investments arising directly out of the receipt by the U.S. Borrower or any Subsidiary of non-cash consideration for any sale of assets permitted under Section 6.08(d); provided that such non-cash consideration shall in no event exceed 25% of the total consideration of any Disposition made in accordance with Section 7.04(f)received for such sale; (gm) Guarantees so long as no Default or Event of Default shall have occurred and the Borrower or any Subsidiary in respect of Indebtedness of Leverage Ratio (calculated on a pro forma basis) is less than 3.50:1.00, Investments an amount equal to the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen monthsAvailable Amount; and (kn) other Investments in an aggregate amount not otherwise permitted hereunder and not exceeding to exceed the greater sum of (i) $50,000,000 40,000,000 and (ii) 2.5% the amount of Consolidated Tangible Assetsany cash returns actually received by the U.S. Borrower or any Guarantor with regard to any such Investments during the term of this Agreement. Notwithstanding the foregoing, in no event shall any Loan Party make any Investment which results in or facilitates in any manner any Restricted Junior Payment not otherwise permitted under the aggregate at any timeterms of Section 6.04.

Investments. Make Neither the Borrower nor the Restricted Subsidiaries shall directly or indirectly, make or hold any Investments, except: (a) Investments held by the Borrower or any of its Restricted Subsidiaries in assets that were Cash Equivalents when such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsInvestment was made; (b) loans and or advances to officers, directors and employees of the Borrower any Loan Party (or any direct or indirect parent thereof) or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, (i) for reasonable and customary business-related travel, entertainment, relocation, payroll, office equipment, tuition relocation and analogous ordinary business purposes, (ii) in connection with such Person’s purchase of Equity Interests of Holdings or any direct or indirect parent thereof (provided that the amount of such loans and advances shall be contributed to the Borrower in cash as common equity) and (iii) for any other purposes not described in the foregoing clauses (i) and (ii); provided that the aggregate principal amount outstanding at any time under clause (iii) above shall not exceed $15,000,000; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in (i) by the Borrower or any Restricted Subsidiary in another Subsidiaryany Loan Party and (ii) by any Restricted Subsidiary that is not a Loan Party in any other Restricted Subsidiary that is not a Loan Party; (d) Permitted Acquisitions; Investments (ei) 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 Investments (ii) received in satisfaction or partial satisfaction thereof from financially troubled account debtors and other credits to suppliers in the ordinary course of business; (e) Investments in account debtors received in connection with a proceeding consisting of (x) transactions permitted under any Debtor Relief Laws in settlement Sections 7.01, 7.03 (other than 7.03(c) and (d)), 7.04 (other than 7.04(d) and (e)) and 7.05 (other than 7.05(e)), (y) Restricted Payments permitted by Section 7.06 and (z) repayments or other acquisitions of Indebtedness of the obligations of account debtorsCompany or a Subsidiary Guarantor not prohibited by Section 7.13; (f) Promissory notesInvestments (i) existing or contemplated on the Closing Date and set forth on Schedule 7.02(f) and any modification, earn-outsreplacement, renewal, reinvestment or extension thereof and (ii) existing on the Closing Date by the Borrower or any Restricted Subsidiary in the Borrower or any other contingent payment obligations Restricted Subsidiary and any modification, renewal or extension thereof; provided that the amount of any original Investment under this clause (f) is not increased except by the terms of such Investment as of the Closing Date or as otherwise permitted by Section 7.02; (g) Investments in Swap Contracts permitted under Section 7.03; (h) promissory notes and other non-cash consideration received in connection with Dispositions permitted by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities7.05; (i) Investments existing on any acquisition of all or substantially all the date hereof and set forth on Schedule 7.02; assets of, or all the Equity Interests (j) Investments in investment-grade issuers that are held by the Borrower other than directors’ qualifying shares or any Subsidiary not longer than eighteen months; and options for Equity Interests that cannot, as a matter of law, be cancelled, redeemed or otherwise extinguished without the express agreement of the holder thereof at or prior to acquisition) in, a Person or division or line of business of a Person (k) other Investments not otherwise permitted hereunder and not exceeding the greater or any subsequent investment made in a Person, division or line of business previously acquired in a Permitted Acquisition), in a single transaction or series of related transactions, if immediately after giving effect thereto: (i) $50,000,000 no Event of Default shall have occurred and be continuing or would result therefrom (other than in respect of any Permitted Acquisition made pursuant to a legally binding commitment entered into at a time when no Default exists or would result therefrom); (ii) 2.5% the Borrower and the Restricted Subsidiaries shall be in Pro Forma Compliance with the covenants set forth in Section 7.11 after giving effect to such acquisition or investment and any related transactions; (iii) any acquired or newly formed Restricted Subsidiary shall not be liable for any Indebtedness except for Indebtedness otherwise permitted by Section 7.03; (iv) to the extent required by the Collateral and Guarantee Requirement, (A) the property, assets and businesses acquired in such purchase or other acquisition shall constitute Collateral and (B) any such newly created or acquired Subsidiary (other than an Excluded Subsidiary or an Unrestricted Subsidiary (it being understood that the acquisition of Consolidated Tangible Assets, an Unrestricted Subsidiary as part of a Permitted Acquisition shall be deemed to be an Investment made in the aggregate at any time.reliance on a provision of this

Investments. Make No Credit Party shall, nor shall it permit any Investmentsof its Subsidiaries to, directly or indirectly, make any Acquisition or make or own any Investment (including if made as an Acquisition) in any Person, including any Joint Venture, except: (a) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsCash and Cash Equivalents; (b) loans and advances to officers, directors and employees equity Investments owned as of the Borrower Closing Date in any Subsidiary and Investments made after the Closing Date in Company or any Wholly-Owned Guarantor Subsidiaries of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesCompany; (c) Investments of the Borrower (i) in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) 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 Investments received Securities voluntarily accepted in satisfaction or partial satisfaction thereof from financially troubled account debtors debtors, and (ii) deposits, prepayments and other credits to suppliers made in the ordinary course of business consistent with the past practices of the Company and its Subsidiaries; (d) intercompany loans to the extent permitted under Section 6.1; (e) Investments in account debtors received in connection with a proceeding under Company or any Debtor Relief Laws in settlement of the obligations of account debtorsits Guarantor Subsidiaries; (f) Promissory notesloans and advances to directors, earn-outsofficers, other contingent payment obligations and other non-cash consideration received by employees of the Borrower or any of Company and its Subsidiaries as partial payment of the total consideration of any Disposition (i) made in accordance with Section 7.04(f)the ordinary course of business and described on Schedule 6.7, and (ii) any refinancings of such loans after the Closing Date in an aggregate principal amount not to exceed $150,000 at any time outstanding; (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any SubsidiaryPermitted Acquisitions; (h) Investments comprised of existing on the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental AuthoritiesClosing Date and described in Schedule 6.7; (i) Investments existing on Hedge Agreements permitted under Section 6.1(k) to the date hereof and set forth on Schedule 7.02extent constituting Investments; (j) Investments leases of real or personal property in investment-grade issuers that are held the ordinary course of business and in (k) guarantees by the Borrower any Credit Party or any Subsidiary constituting Indebtedness permitted by Section 6.1; provided, any such guarantee shall be subordinated to the Obligations to the same extent and on the same terms and conditions as the Indebtedness guaranteed has been subordinated to the Obligations; (l) guarantees in the ordinary course of business of obligations owed to landlords, suppliers, customers and licensees of any Credit Party; (m) Investments consisting of ▇▇▇▇▇▇▇ money deposits required in connection with a Permitted Acquisition; (n) Investments received in connection with dispositions of assets to the extent permitted by Section 6.9 and Restricted Junior Payments to the extent permitted by Section 6.5; (o) cash Investments in Subsidiaries that are not longer than eighteen monthsGuarantors in an amount not to exceed amounts necessary to cover operating expenses of such Subsidiaries for up to the next six months in the ordinary course of business; provided that the aggregate cash held by such Subsidiaries shall not exceed $3,000,000 at any time; and (kp) other Investments in an aggregate amount not to exceed $2,000,000 during the term of this Agreement; provided that Investments not paid in the form of Cash or Cash Equivalents or Capital Stock shall not exceed $250,000 during the term of this Agreement. Notwithstanding anything in this Section 6.7 to the contrary, (A) in no event shall any Credit Party make any Investment that results in or facilitates in any manner any Restricted Junior Payment not otherwise permitted hereunder and not exceeding under the greater terms of (i) $50,000,000 Section 6.5, and (iiB) 2.5% of Consolidated Tangible Assets, in no event shall the aggregate at Investments made by Credit Parties in any timeJoint Venture exceed an amount equal to $500,000 for all such Investments during the term of this Agreement.

Investments. Make No Note Party shall, nor shall it permit any Investmentsof its Subsidiaries to, directly or indirectly, make or own any Investment (including if made as an Acquisition) in any Person, including any Joint Venture, except: (a) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsCash and Cash Equivalents; (b) loans and advances to officers, directors and employees (i) Investments owned as of the Borrower or Closing Date in any Subsidiary and (ii) and Investments made after the Closing Date in any Wholly-Owned Guarantor Subsidiaries of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesCompany; (c) Investments of the Borrower (i) in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) 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 Investments received Securities voluntarily accepted in satisfaction or partial satisfaction thereof from financially troubled account debtors debtors, and (ii) deposits, prepayments and other credits to suppliers made in the ordinary course of business consistent with the past practices of Company and its Subsidiaries; (d) intercompany loans to the extent permitted under Section 6.1(b); (e) Investments in account debtors received Company or any of its Guarantor Subsidiaries for purposes of making Consolidated Capital Expenditures permitted by this Agreement in connection with a proceeding under respect of fixed assets directly owned by Company or any Debtor Relief Laws in settlement of the obligations of account debtorsits Guarantor Subsidiaries; (f) Promissory notes, earn-outs, other contingent payment obligations loans and other non-cash consideration received by the Borrower or any advances to employees of Company and its Subsidiaries as partial payment of the total consideration of any Disposition (i) made in accordance with Section 7.04(f)the ordinary course of business and described on Schedule 6.7, and (ii) any refinancings of such loans after the Closing Date in an aggregate principal amount not to exceed $500,000 at any time outstanding; (g) Guarantees of Subject to the Borrower or any Subsidiary Requisite Purchasers’ approval in respect of Indebtedness of their sole discretion, Permitted Acquisitions, provided such approval shall only be required in the Borrower or any Subsidiaryevent Consolidated Liquidity would be less than $45,000,000, on a pro forma basis after giving effect to such Permitted Acquisition; (h) Investments comprised of To the purchase of receivables from other energy marketers as required from time to time extent constituting Investments, guarantees permitted by one or more applicable Governmental AuthoritiesSection 6.1; (i) Subject to the Requisite Purchasers’ approval in their sole discretion, Investments existing on or other participations in joint ventures or strategic alliances in the date hereof ordinary course of each Note Party’s business consisting of the licensing of technology, intellectual property and/or product, the development of such technology, intellectual property and/or product or the providing of technical support, provided that (i) any cash Investments by Note Parties do not exceed $500,000 in the aggregate in any fiscal year and set forth on Schedule 7.02(ii) no Default or Event of Default shall have occurred or be continuing or would result therefrom; (j) Investments made after the Closing Date in investment-grade issuers the form of first priority senior secured loans to any Person that is a Managed Company; provided, that (x) such loans are held evidenced by a promissory note which is pledged and collaterally assigned to Collateral Agent pursuant to the Borrower or Collateral Assignment of Managed Company Documents, (y) the Managed Company Documents and Organizational Documents of such Managed Company, as applicable, are in form and substance acceptable to the Requisite Purchasers, and (z) such amounts in aggregate do not exceed $500,000 in any Subsidiary not longer than eighteen monthsFiscal Year; (k) Investments described in Schedule 6.7; and (kl) So long as no Default or Event of Default would immediately result therefrom, other Investments in an aggregate amount outstanding not to exceed $250,000. Notwithstanding anything in this Section 6.7 to the contrary, (A) in no event shall any Note Party or Managed Company make any Investment that results in or facilitates in any manner any Restricted Junior Payment not otherwise permitted hereunder and under the terms of Section 6.5, (B) in no event shall any Note Party or Managed Company make Investments in any Joint Venture or any Person that is not exceeding the greater a Note Party (including any such Investments consisting of intercompany loans or Permitted Acquisitions) except pursuant to clause (id), (j) $50,000,000 or (l) above and (iiC) 2.5% of Consolidated Tangible Assetsin no event shall any Investment made by a Note Party in any Joint Venture, any Managed Company or other Person that is not a Note Party be made in the aggregate at any timeform other than Cash.

Investments. Make Such Obligor will not, and will not permit any Investmentsof its Subsidiaries to, make, directly or indirectly, or permit to remain outstanding any Investments except: (a) Investments held by outstanding on the Borrower or such Subsidiary date hereof and identified in the form of cash, cash equivalents or other Short Term InvestmentsSchedule 9.05; (b) loans and advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesoperating deposit accounts with banks; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant sales of trade credit goods or services in the ordinary course of business and prepaid royalties arising in the ordinary course of business; (d) Permitted Cash Equivalent Investments; (i) Investments by any Obligor in Borrower’s wholly-owned Subsidiary Guarantors (for greater certainty, Borrower shall not be permitted to have any direct or indirect Subsidiaries that are not wholly-owned Subsidiaries), (ii) Investments by Subsidiaries that are not Subsidiary Guarantors in Subsidiaries that are not Subsidiary Guarantors, and (iii) Investments received by any Obligor in satisfaction or partial satisfaction thereof from financially troubled account debtors any Subsidiary that is not a Subsidiary Guarantor (when considered in the aggregate with such Indebtedness permitted under Section 9.01(f)(iii), Guarantees permitted under Section 9.01(g)(ii) and Investments such Asset Sales permitted under Section 9.09(d)(iii)) in account debtors received in connection with a proceeding under an aggregate amount at any Debtor Relief Laws in settlement of the obligations of account debtorstime outstanding not to exceed $500,000; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Hedging Agreements permitted under Section 7.04(f9.01(o); (g) Guarantees Investments consisting of security deposits with utilities and other like Persons made in the Borrower or any Subsidiary in respect ordinary course of Indebtedness of the Borrower or any Subsidiarybusiness; (hi) Investments comprised of employee loans, travel advances and guarantees in accordance with Borrower’s usual and customary practices with respect thereto (if permitted by applicable law) which in the aggregate shall not exceed $250,000 outstanding at any time (or the Equivalent Amount in other currencies), and (ii) non-cash loans to employees, officers or directors relating to the purchase of receivables from other energy marketers as required from time Equity Securities of Borrower pursuant to time employee stock purchase plans or agreements approved by one or more applicable Governmental AuthoritiesBorrower’s board of directors; (i) Investments existing on the date hereof received in connection with any Insolvency Proceedings in respect of any customers, suppliers or clients and set forth on Schedule 7.02in settlement of delinquent obligations of, and other disputes with, customers, suppliers or clients; (j) Investments permitted under Section 9.01 or Section 9.03; (k) noncash Investments in investmentjoint ventures or strategic alliances in the ordinary course of Borrower’s business consisting of non-grade issuers that are held exclusive licensing of technology, the development of technology or the providing of technical support; (l) Investments in an aggregate amount not to exceed $100,000 in any fiscal year of Borrower; (m) Investments received in connection with Asset Sales permitted by Section 9.09(g); (n) Guarantees of commercial obligations of Subsidiaries (not constituting Indebtedness) in the ordinary course of business not prohibited hereby; and (o) Investments of a Person existing at the time such Person becomes a Subsidiary of Borrower or merges with Borrower or any Subsidiary so long as such Investments were not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater made in contemplation of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assetssuch Person becoming a Subsidiary or such merger, in the an aggregate amount not to exceed $500,000 at any time.

Investments. Make No Borrower shall, and no Borrower shall permit any Investmentsof its Subsidiaries to, (i) make or permit to exist any loans, advances, or capital contributions to, (ii) or make any investment in, or (iii) purchase or commit to purchase the Equity Interest of, evidences of indebtedness of or any other interests in, any Person, except: (a) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term Liquid Investments; (b) loans trade and advances to officers, directors customer accounts receivable which are for goods furnished or services rendered in the ordinary course of business and employees of the Borrower or any of its Subsidiaries are payable in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesaccordance with customary trade terms; (c) Investments subject to the terms of the Borrower Section 6.15, investments in any Subsidiary and Investments of any Subsidiary in the Borrower or in another SubsidiaryHedge Agreements by a Borrower; (d) Permitted Acquisitions; investments (eincluding debt obligations and capital stock) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws the bankruptcy or reorganization, or in settlement of the obligations of account debtors; (f) Promissory notesdelinquent obligations, earn-outsof, other contingent payment obligations and other non-cash consideration received by the Borrower or disputes with, customers, suppliers and other Persons obligated to any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (e) Oil and Gas Properties and gathering systems or other Property related thereto or related to farm-out, farm-in, joint operating, joint venture or area of mutual interest agreements, gathering systems, pipelines or other similar arrangements which are usual and customary in the oil and gas exploration and production business located within the geographic boundaries of the United States of America (including, the federal Outer Continental Shelf); (f) evidences of loans or advances not prohibited by the provisions of Section 6.02; (g) loans or advances to employees and officers of the Borrowers and their respective Subsidiaries made in the ordinary course of business for bona fide business purposes not to exceed $500,000 in the aggregate at any one time outstanding; (h) Investments comprised of investments by Borrowers in their respective Relevant Subsidiaries or Persons that simultaneously with such investment become a Relevant Subsidiary, not exceeding $500,000 in the purchase of receivables from other energy marketers as required from aggregate at any one time to time by one or more applicable Governmental Authoritiesoutstanding; (i) Investments existing on investments reflected in the date hereof and set forth Financial Statements referred to in Section 5.06 or which are disclosed on Schedule 7.026.07; (j) Investments in investmentnon-grade issuers cash investments that are held by do not adversely affect the Borrower ability of Borrowers to make payment of the Obligations, when due, or any Subsidiary not longer than eighteen monthsto comply with the terms of the Loan Documents; and (k) other Investments not otherwise permitted hereunder and investments not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, 500,000 in the aggregate at any timeone time outstanding for the Borrowers and their respective Relevant Subsidiaries.

Investments. Make The Credit Parties will not permit any Consolidated Party to make any Investments, exceptexcept for: (a) Investments held by the Borrower or such Subsidiary in the form consisting of cash, cash equivalents or other Short Term Investmentsand Cash Equivalents; (b) loans Investments consisting of accounts receivable created, acquired or made by any Consolidated Party in the ordinary course of business and advances to officers, directors and employees of the Borrower payable or any of its Subsidiaries dischargeable in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesaccordance with customary trade terms; (c) Investments consisting of the Borrower Capital Stock, obligations, securities or other property received by any Consolidated Party (i) in any Subsidiary and Investments settlement of any Subsidiary accounts receivable (created in the Borrower ordinary course of business) from bankrupt or in another Subsidiaryinsolvent obligors or disputes with customers and (ii) as partial consideration for a Permitted Asset Disposition; (d) Permitted AcquisitionsInvestments existing as of the Closing Date and set forth in SCHEDULE 8.6; (e) Investments consisting of extensions of credit advances or loans to directors, officers, employees, agents, customers or suppliers that do not exceed $3,500,000 in the nature aggregate at any one time outstanding; (f) Investments in any Credit Party (other than the Parent) and Investments by Consolidated Parties which are not Credit Parties in other Consolidated Parties; (g) to the extent not required at such time to prepay the Loans pursuant to Section 3.3(b), any Eligible Reinvestment of accounts receivable the Net Cash Proceeds of (i) any Involuntary Disposition as contemplated by Section 7.6(b), (ii) any Asset Disposition as contemplated by Section 8.5(g) or notes receivable arising from (iii) any Equity Issuance; (h) Investments consisting of an Acquisition by the grant Borrower or any Subsidiary of trade credit the Borrower, PROVIDED that (i) the Property acquired (or the Property of the Person acquired) in such Acquisition is used or useful in the same or a similar line of business as the Borrower and its Subsidiaries were engaged in on the Closing Date (and any reasonable extensions or expansions thereof or businesses ancillary or complementary thereto), (ii) the Agent shall have received all items in respect of the Capital Stock or Property acquired in such Acquisition required to be delivered by the terms of Section 7.11 and/or Section 7.12, (iii) in the case of an Acquisition of the Capital Stock of another Person, the board of directors (or other comparable governing body) of such other Person shall have duly approved such Acquisition, (iv) the Borrower shall have delivered to the Agent (A) a Pro Forma Compliance Certificate demonstrating that, upon giving effect to such Acquisition on a Pro Forma Basis, the Credit Parties would be in compliance with the financial covenants set forth in Section 7.10(a) and (b) and (B) a certificate of an Executive Officer of the Borrower (1) demonstrating that, upon giving effect to such Acquisition, at least 90% of Consolidated EBITDA for the most recently ended fiscal year period for each of the Consolidated Parties and the acquired Person or Property preceding the date of such Acquisition with respect to which the Agent shall have received the Required Financial Information has been audited in accordance with GAAP, in the case of the Consolidated Parties, as required by Section 7.1(a) and, in the case of the acquired Person or Property, by independent certified public accountants of recognized national standing reasonably acceptable to the Agent (whose opinion shall not be limited as to the scope or qualified as to going concern status or any other material qualifications or exceptions) and (2) to the extent that audited financial information for the acquired Person or Property is required under the terms of the foregoing clause (1), certifying that the quarterly financial statements with respect to the Person or Property acquired for each fiscal quarter period ending after the date of the last audit and immediately prior to the date of such Acquisition have been prepared in accordance with GAAP (subject to audit adjustments and the absence of footnotes) and reviewed by independent certified public accountants of recognized national standing reasonably acceptable to the Agent, (v) the representations and warranties made by the Credit Parties in Section 6 shall be true and correct in all material respects at and as if made as of the date of such Acquisition (after giving effect thereto) except to the extent such representations and warranties expressly relate to an earlier date, (vi) if such transaction involves the purchase of an interest in a partnership between the Borrower as a general partner and entities unaffiliated with the Borrower as the other partners, such transaction shall be effected by having such equity interest acquired by a corporate holding company directly or indirectly wholly-owned by the Borrower newly formed for the sole purpose of effecting such transaction, (vii) after giving effect to such Acquisition, there shall be at least $25,000,000 of availability existing under the Revolving Committed Amount and (viii) the aggregate consideration (including cash and non-cash consideration and any assumption of Indebtedness, but excluding consideration consisting of (A) any Capital Stock of the Parent issued to the seller of the Capital Stock or Property acquired in such Acquisition, (B) consideration consisting of the Net Cash Proceeds of the issuance of Subordinated Debt and (C) to the extent not required at such time to prepay the Loans pursuant to Section 3.3(b), consideration consisting of the Net Cash Proceeds of any Equity Issuance by the Parent consummated subsequent to the Closing Date and the Net Cash Proceeds of any Asset Disposition (other than an Asset Dispositions of the type described in clauses (i), (viii) and (ix) of the definition of "Excluded Asset Disposition") or Involuntary Disposition consummated subsequent to the Closing Date) paid by the Consolidated Parties for all such Acquisitions occurring after the Closing Date shall not exceed $100,000,000; (i) Investments consisting of endorsements for collection or deposit in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held to the extent constituting Investments, (i) Guaranty Obligations permitted by the Borrower or any Subsidiary not longer than eighteen months; andSection 8.1(o), (ii) Permitted Liens and (iii) transactions permitted by Section 8.4; (k) Investments consisting of customary trade arrangements with customers in the ordinary course of business and consistent with past practices; (l) Investments consisting of obligations of directors and/or employee's of any Consolidated Party in connection with such Person's purchase of Capital Stock in the Parent or M-Foods Investors; (m) Investments made with the portion of Excess Cash Flow not required to prepay the Loans in accordance with Section 3.3(b)(ii); (n) to the extent constituting Investments, the licensing or contribution of Intellectual Property pursuant to joint marketing arrangements with Persons other than Consolidated Parties; (o) Investments not otherwise permitted hereunder consisting of advances or loans to the Parent in lieu of, and not exceeding the greater aggregate amount of, Restricted Payments to the Parent permitted under Section 8.7; or (p) other Investments not listed above (including, without limitation, Investments in Foreign Subsidiaries and Joint Ventures) in an aggregate net amount not to exceed $65,000,000 at any one time; PROVIDED, HOWEVER, that, to the extent that any such Investment (or series of related Investments) made pursuant to this clause (ip) consists of the contribution(s) or other transfer(s) of Property (other than cash) having an aggregate net book value in excess of $50,000,000 5,000,000 to a Joint Venture for consideration less than the fair market value of such Property, then the Borrower shall have delivered to the Agent a Pro Forma Compliance Certificate demonstrating that, upon giving effect on a Pro Forma Basis to such Investment(s), the Credit Parties would be in compliance with the financial covenants set forth in Section 7.10(a) and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any timeb).

Investments. Make any Investments, Investment except: (a) Investments held by the Borrower or such Subsidiary extensions of trade credit in the form ordinary course of cash, cash equivalents or other Short Term Investmentsbusiness; (b) Investments in Cash Equivalents; (c) Guarantee Obligations permitted by Section 7.2; (d) loans and advances to officersemployees or directors of any Group Member in the ordinary course of business (including for travel, directors entertainment and employees relocation expenses); (e) Investments in the business of the Borrower and its Subsidiaries made by the Borrower or any of its Subsidiaries with the proceeds of any Reinvestment Deferred Amount; (f) intercompany Investments by (i) any Group Member in the Borrower or any Person that, prior to such investment, is a Guarantor, (ii) by any Subsidiary that is not a Loan Party in any other Subsidiary that is not a Loan Party, (iii) by any Loan Party in a Foreign Subsidiary to fund in the ordinary course of business foreign operations and (iv) by any Loan Party in any Subsidiary that is not a Loan Party, provided that the aggregate amount of Investments under clause (iv) in Subsidiaries that are organized under the laws of a Specified Jurisdiction shall not exceed $250,000,000 at any one time outstanding in the aggregate plus, without duplication, all cash returns of principal or capital, cash dividends and other cash returns received by any Loan Party after the date hereof from any Subsidiary that is organized under the laws of a Specified Jurisdiction; (g) Investments consisting of Indebtedness permitted by Section 7.2; (h) prepaid expenses and lease, utility, workers, compensation, performance and other similar deposits made in the ordinary course of business; (i) Investments (including debt obligations) received in the ordinary course of business by the Borrower or any Subsidiary in connection with the bankruptcy or reorganization of suppliers and customers and in settlement or delinquent obligations of, and other disputes with, customers and suppliers arising out of the ordinary course of business; (j) Investments in existence on the Closing Date; (k) Investments in Greenfield Holdings, LLC and Integrated Manufacturing and Assembly L.L.C. to the extent that such Investments are made in the ordinary course of a Loan Party’s business, for cash management purposes and not exceeding $50,000,000 at any one time outstanding plus, without duplication, all cash returns of principal or capital, cash dividends and other cash returns received by any Loan Party after the date hereof from Greenfield Holdings, LLC or Integrated Manufacturing and Assembly L.L.C.; (l) the Disposition or contribution by the Borrower and certain of its domestic Subsidiaries of certain metals and electronics assets to its existing Subsidiaries consistent with the restructuring plan including in the financial projections; and (m) Swap Agreements permitted by Section 7.9; (n) Investments in Special Purpose Subsidiaries arising or made under Receivable Financing Transactions; (o) Permitted Acquisitions; and (p) in addition to Investments otherwise expressly permitted by this Section, Investments by the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 200,000,000 at any one time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any time.

Investments. Make or hold, or permit any Investmentsof its Subsidiaries to make or hold, exceptany Investment other than: (ai) Investments held by the Loan Parties and their Subsidiaries in their Subsidiaries outstanding on the date hereof and additional Investments in wholly-owned Subsidiaries and, in the case of the Loan Parties (other than the Parent Guarantor) and their Subsidiaries (and Joint Ventures in which such Loan Parties and Subsidiaries hold any direct or indirect interest), Investments in Assets (including by asset or Equity Interest acquisitions or investments in Joint Ventures), in each case subject, where applicable, to the limitations set forth in Section 5.02(f)(iv); (ii) Investments in Cash Equivalents; (iii) Investments consisting of intercompany Indebtedness permitted under Section 5.02(b)(ii); (iv) Investments consisting of the following items so long as (y) the aggregate amount outstanding, without duplication, of all Investments described in this subsection does not exceed, at any time, 25% of Total Asset Value at such time, and (z) the aggregate amount of each of the following items of Investments does not exceed at any time the specified percentage of Total Asset Value set forth below: (A) Investments in unimproved land and Development Assets (including such assets that such Person has contracted to purchase for development with or without options to terminate the purchase agreement), so long as the aggregate amount of such Investments, calculated on the basis of the greater of actual cost or budgeted cost, does not at any time exceed 20% of Total Asset Value at such time, and (B) Investments in Joint Ventures of any Loan Party so long as the aggregate amount of such Investments outstanding does not at any time exceed 25% of Total Asset Value at such time; (v) Investments outstanding on the date hereof in Subsidiaries that are not wholly-owned by any Loan Party; (vi) Investments by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsHedge Agreements permitted under Section 5.02(b)(iii)(D); (bvii) To the extent permitted by applicable law, loans and advances or other extensions of credit to officers, directors and employees of the Borrower any Loan Party or any Subsidiary of its Subsidiaries any Loan Party in an aggregate amount not to exceed $10,000,000 at any time outstandingthe ordinary course of business, for travel, entertainment, relocation, payroll, office equipment, tuition relocation and analogous ordinary business purposes, which Investments shall not exceed at any time $1,000,000 in the aggregate for all Loan Parties; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (eviii) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit extended in the ordinary course of business, and business in an aggregate amount for all Loan Parties not to exceed at any time $5,000,000; and (ix) Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments to the extent reasonably necessary in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower order to prevent or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any timelimit loss.

Investments. Make The Borrower will not, and will not permit any Investmentsof its Subsidiaries to, purchase, make, incur, assume or permit to exist any Investment in any other Person, except: (a) Investments held by existing on the Borrower or such Subsidiary Effective Date and identified in Item 7.2.5(a) of the form of cash, cash equivalents or other Short Term InvestmentsDisclosure Schedule; (b) Cash Equivalent Investments; (c) Investments received in connection with the bankruptcy or reorganization of, or settlement of delinquent accounts and disputes with, customers and suppliers, in each case in the ordinary course of business; (d) Investments consisting of any deferred portion of the sales price received by the Borrower or any Subsidiary in connection with any Disposition permitted under Section 7.2.10; (e) Investments by way of contributions to capital or purchases of Capital Securities (i) by the Borrower in any Subsidiaries or by any Subsidiary in other Subsidiaries, or (ii) by any Subsidiary in the Borrower; (f) Investments constituting (i) accounts receivable arising, (ii) trade debt granted, or (iii) deposits made in connection with the purchase price of goods or services, in each case in the ordinary course of business; (g) Investments by way of the acquisition of Capital Securities constituting Permitted Acquisitions permitted under clause (d) of Section 7.2.9; provided that, such Investments shall result in the acquisition of a wholly owned Subsidiary; (h) intercompany loans, advances or guaranties among the Borrower and its Subsidiaries, all to the extent permitted by clause (f) of Section 7.2.2 and clause (e) of this Section 7.2.5; (i) Capital Expenditures reasonably incurred in the ordinary course of business; (j) loans and or advances to officersemployees, officers or directors and employees in the ordinary course of business of the Borrower or any of its Subsidiaries, in each case only as permitted by Applicable Law, including Section 402 of the Sarbanes Oxley Act of 2002, but in any event not to exceed $100,000 in the aggregate at any time; (k) Investments in U.S. Persons (other than Obligors or any Person owning, controlling or managing, directly or indirectly an Obligor) that are not Subsidiaries in an aggregate amount not to exceed $10,000,000 1,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (kl) other Investments in an amount not to exceed $1,000,000 over the term of this Agreement; provided that, (m) any Investment that when made complies with the requirements of the definition of the term “Cash Equivalent Investment” may continue to be held notwithstanding that such Investment if made thereafter would not comply with such requirements; and (n) no Investment otherwise permitted hereunder by clauses (g), (h), (j), (k) or (l) shall be permitted to be made if any Default or Borrowing Base Deficiency has occurred and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any timeis continuing or would result therefrom.

Investments. Make any Investments, except: (ai) Investments held by the Borrower or such Subsidiary in the form of cashcash and Cash Equivalents, (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, cash equivalents in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other Short disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the CoBank Borrower Term InvestmentsLoan Facility or the CoBank Parent Term Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (b) loans and advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (ev) 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, business and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection consistent with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorspast practices; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any time.

Investments. Make Company shall not, and shall not suffer or permit any of ----------- its Subsidiaries to, directly or indirectly, make any Investments, or acquire, by purchase or otherwise, all or substantially all the business, property or fixed assets of, or stock or other ownership interest of any Person, or any division or line of business of, any Person except:: ------ (a) Investments held by existing on the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term Investments;Closing Date and listed on Schedule -------- 7.11; ---- (b) loans cash and cash equivalents; (c) advances to officers, directors and employees of the Borrower Company or any of its their respective Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition relocation and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) Investments consisting of extensions of credit in the nature to customers or suppliers of accounts receivable Company or notes receivable arising from the grant any of trade credit its Subsidiaries in the ordinary course of business, business and any Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and thereof; (e) Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorspermitted by Section 7.4; (f) Promissory notesintercompany loans permitted by Sections 7.1(g), earn-outs7.1(h), other contingent payment obligations 7.1(i), and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f7.1(j); (g) Guarantees Investments by Company in any wholly-owned Subsidiary that is a Guarantor and Investments of the Borrower any wholly-owned Domestic Subsidiary that is a Guarantor in Company or any other wholly-owned Domestic Subsidiary in respect of Indebtedness of the Borrower or any Subsidiarythat is a Guarantor; (h) Investments comprised of the purchase of receivables from by Pledged Foreign Subsidiaries in other energy marketers as required from time to time by one or more applicable Governmental AuthoritiesPledged Foreign Subsidiaries; (i) Investments existing on the date hereof and set forth on Schedule 7.02by Unpledged Foreign Subsidiaries in other Unpledged Foreign Subsidiaries; (j) other Investments by Company in any of its Subsidiaries and other Investments of any of its Subsidiaries in Company or any of its other Subsidiaries made after the date hereof; provided, however, that (i) such -------- ------- Investments plus (ii) the aggregate principal amount of Indebtedness permitted ---- by Section 7.1(k) plus (iii) the aggregate Dispositions permitted by Section ---- 7.3(j) shall not exceed $50,000,000 in the aggregate during fiscal year 2000 or $100,000,000 in the aggregate during fiscal year 2001; provided further that -------- ------- Investments in investment-grade issuers Subsidiaries of Company that are held not Solvent immediately prior to the making of any such Investment shall not exceed $10,000,000 in the aggregate in any fiscal year; (k) Investments by the Borrower Company in any of its Subsidiaries and other Investments of any of its Subsidiaries in Company or any Subsidiary not longer than eighteen monthsof its other Subsidiaries on the Closing Date and set forth on the certificate delivered pursuant to Section 6.11(e); and (kl) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate 25,000,000 at any time.

Investments. Make Each of Holdings and Company shall not, and shall not permit any Investmentsof its Subsidiaries to, directly or indirectly, make or own any Investment in any Person, including without limitation any Joint Venture, except: (a) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsCash and Cash Equivalents; (b) Investments by Holdings in Company; (c) Investments made by Company or any of its Subsidiaries in Subsidiary Guarantors which are wholly-owned Subsidiaries of Company; (d) Investments received by Company or any of its Subsidiaries in connection with the bankruptcy or reorganization of, or settlement of delinquent accounts and disputes with, customers or suppliers of such Person, in each case in the ordinary course of business; (e) accounts receivable arising, and trade credit granted, in the ordinary course of business of Company and its Subsidiaries, and any Securities received by Company or any of its Subsidiaries in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary in order to prevent or limit loss, and any prepayments and other credits to suppliers made in the ordinary course of business; (f) intercompany loans to the extent permitted under Section 6.1(b); (g) Consolidated Capital Expenditures by Company or any of its Subsidiaries permitted by Section 6.8(b) of the Revolving Credit Facility; (h) loans and advances by Company or any of its Subsidiaries to officers, directors and employees of Company and its Subsidiaries made in the Borrower ordinary course of business in an aggregate principal amount not to exceed $2,000,000 at any time outstanding; (i) Investments by Company or any of its Subsidiaries made in connection with Permitted Acquisitions permitted pursuant to Section 6.9(d); (j) Investments by Company or any of its Subsidiaries constituting non-Cash consideration received by Company and its Subsidiaries in connection with permitted Asset Sales pursuant to subsection 6.9(c); (k) Company and its Subsidiaries may continue to own the Investments owned by them as of the Closing Date and described in Schedule 6.7; (l) other Investments by Company or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstandingoutstanding $10,000,000 (minus any Restricted Payments made pursuant to Section 6.5(f)), for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes;if no Default or Event of Default has occurred or is continuing or would result therefrom; and (cm) additional Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower Company or any of its Subsidiaries in an aggregate amount not to exceed the Restricted Payment Amount so long as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower no Default or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater Event of (i) $50,000,000 Default has occurred or is continuing or shall be caused thereby after giving effect to such Investment and (ii) 2.5% of Consolidated Tangible Assetsafter giving effect to such Investment, the Company and its Subsidiaries shall have satisfied the Investment Conditions. Notwithstanding the foregoing, in no event shall any Credit Party make any Investment which results in or facilitates in any manner any Restricted Payment not otherwise permitted under the aggregate at any timeterms of Section 6.5.

Investments. Make The Borrower will not, and will not permit any Investmentsof its Subsidiaries to, make, incur, assume or suffer to exist any Investment in any other Person, except: (a) Investments held by existing on the Borrower or such Subsidiary Restatement Effective Date and identified in Item 7.2.5(a) (“Ongoing Investments”) of the form of cash, cash equivalents or other Short Term InvestmentsDisclosure Schedule; (b) loans and advances Cash Equivalent Investments; (c) without duplication, Investments permitted as Indebtedness pursuant to officersSection 7.2.2; (d) without duplication, directors and employees of Investments permitted as Capital Expenditures; (e) Investments by the Borrower or in any of its Subsidiaries (i) which have executed Guaranties, or by any such Subsidiary in any of its Subsidiaries which have executed Guaranties, by way of contributions to capital and (ii) which have not executed Guaranties in an aggregate amount not to exceed $10,000,000 at 60,000,000, or by any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments of the Borrower such Subsidiary in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) Investments consisting its Subsidiaries, by way 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorscontributions to capital; (f) Promissory notesInvestments made by the Borrower or any of its Subsidiaries, earn-outssolely with proceeds which have been contributed, other contingent payment obligations and other non-directly or indirectly, to such Subsidiary as cash consideration received equity from holders of the Borrower’s common stock for the purpose of making an Investment identified in a notice to the Administrative Agent on or prior to the date that such capital contribution is made; (g) Investments by the Borrower or any of its Subsidiaries as partial payment to the extent the consideration received pursuant to clause (b)(i) of the total consideration of any Disposition made in accordance with Section 7.04(f)7.2.9 is not all cash; (gh) Guarantees [reserved]; (i) other Investments made by the Borrower or any of the Guarantors in an aggregate amount not to exceed $60,000,000; (j) other Investments made by any Non-Guarantor Subsidiary in another Non-Guarantor Subsidiary; (k) other Investments made by the Borrower or any Subsidiary in respect Qualified Assets, to the extent permitted under clause (b) of Indebtedness of the Borrower or any SubsidiarySection 3.1.1; (hl) Investments comprised of made by the purchase of receivables from other energy marketers as required from time Borrower in the Designated Subsidiary in an aggregate amount not to time by one or more applicable Governmental Authoritiesexceed $1,500,000; (im) Investments existing on the date hereof and set forth on Schedule 7.02permitted under Section 7.2.6; (jn) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen monthsconstituting Permitted Acquisitions; and (ko) other Investments not otherwise permitted hereunder and not exceeding the greater of [INTENTIONALLY OMITTED]. provided, however, that (i) $50,000,000 and any Investment which when made complies with the requirements of the definition of the term “Cash Equivalent Investment” may continue to be held notwithstanding that such Investment if made thereafter would not comply with such requirements; (ii) 2.5% the Investments permitted above shall only be permitted to be made to the extent not prohibited in whole or in part by the terms of Consolidated Tangible Assetsany Subordinated Debt or Sub Debt Document; (iii) no Investment otherwise permitted by clause (e), (f), (g) or (i) shall be permitted to be made if, immediately before or after giving effect thereto, any Default shall have occurred and be continuing; and (iv) except as permitted under clause (a) above, no more than $2,000,000 of Investments may be made in the aggregate at any timeDesignated Subsidiary unless the Designated Subsidiary shall have taken the actions set forth in Section 7.1.7.

Investments. Make No Credit Party shall, nor shall it permit any Investmentsof its Subsidiaries to, directly or indirectly, make or own any Investment in any Person, including any Joint Venture, except: (a) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsCash and Cash Equivalents; (b) loans and advances to officers, directors and employees equity Investments owned as of the Third Restatement Date in any Subsidiary and Investments made after the Third Restatement Date in any Guarantor; (c) Investments (i) received in connection with the bankruptcy or reorganization of, or settlement of delinquent accounts and disputes with, customers and suppliers, in each case in the ordinary course of business and (ii) consisting of deposits, prepayments and other credits to suppliers made in the ordinary course of business consistent with the past practices of Borrower or any of its Subsidiaries, as applicable; (d) intercompany loans and advances to the extent permitted under Section 6.1(c) and other Investments (i) in (including Guarantees of Indebtedness of) any Credit Party, (ii) by any Credit Party in (including (without duplication for purposes of the proviso to this clause (ii)) Guarantees of Indebtedness of) Subsidiaries of Borrower which are not Guarantors; provided that such Investments under this clause (ii) shall not exceed at any one time outstanding an aggregate amount of 4.0% of Consolidated Total Assets and (iii) by any Subsidiary of the Borrower that is not a Guarantor in (including Guarantees of Indebtedness of) any other Subsidiary of the Borrower that is not a Guarantor; (e) Permitted Interim Investments and intercompany loans and advances and capital contributions by Credit Parties to Subsidiaries that are not Credit Parties in connection with any Permitted Interim Investment; provided, that, for the avoidance of doubt, the acquisition of the remaining Equity Interests of a Person such that such Person becomes a wholly owned Subsidiary of Borrower shall either (x) be subject to the provisions of Section 6.8(h) or (y) be made pursuant to and in compliance with Section 6.6(d)(ii) or 6.6(i); (f) loans and advances to employees of Borrower and its Subsidiaries made in the ordinary course of business in an aggregate principal amount not to exceed $25,000,000; (g) Permitted Acquisitions permitted under Section 6.8; (h) Investments described in Schedule 6.6 and any modification, replacement, renewal or extension thereof to the extent not involving an additional Investment; (a) other Investments in an aggregate amount not to exceed $10,000,000 350,000,000 (reduced on a dollar for dollar basis by Restricted Junior Payments pursuant to clause (h) of Section 6.4, other than Restricted Junior Payments under such clause made using the CNI Growth Amount) at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition outstanding from and analogous ordinary business purposes; after the Amendment No. 6 Effective Date; provided that such amount shall be increased (cbut not decreased) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any CNI Growth Amount as in effect immediately prior to the time of its Subsidiaries as partial payment making of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) such Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any time.b)

Investments. Make The Loan Parties will not permit any Consolidated Party to make any Investments, exceptexcept for: (a) Investments held by the Borrower or such Subsidiary in the form consisting of cash, cash equivalents or other Short Term Investmentsand Cash Equivalents; (b) loans Investments consisting of accounts receivable created, acquired or made by any Consolidated Party in the ordinary course of business and advances to officers, directors and employees of the Borrower payable or any of its Subsidiaries dischargeable in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesaccordance with customary trade terms; (c) Investments consisting of the Borrower Capital Stock, obligations, securities or other property received by any Consolidated Party in any Subsidiary and Investments settlement of any Subsidiary accounts receivable (created in the Borrower ordinary course of business) from bankrupt or in another Subsidiaryinsolvent obligors; (d) Permitted AcquisitionsInvestments existing as of the Restatement Date and set forth in Schedule 7.06; (e) Investments consisting of extensions of credit advances or loans to directors, officers, employees, agents, customers or suppliers that do not exceed $10,000,000 in the nature of accounts receivable or notes receivable arising from aggregate at any one time outstanding; provided that all such advances must be in compliance with applicable Laws, including, but not limited to, the grant of trade credit in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors▇▇▇▇▇▇▇▇-▇▇▇▇▇; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or Investments in any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)Loan Party; (g) Guarantees Investments consisting of the an Acquisition by any Borrower or any Subsidiary in of any Borrower, provided that (i) with respect of Indebtedness to any Property acquired (or the Property of the Person acquired) that does not constitute timber or timberlands, such Property is (A) used or useful in the same or a similar line of business as the Borrowers and their Subsidiaries were engaged in on the Restatement Date, or any reasonable extension or expansions thereof or (B) is ancillary to the primary Property acquired (or the Property of the Person acquired), (ii) in the case of an Acquisition of the Capital Stock of another Person, the board of directors (or other comparable governing body) of such other Person shall have duly approved such Acquisition, (iii) the Borrowers shall have delivered to the Administrative Agent, to the extent the aggregate consideration paid in connection with such Acquisition is equal to or greater than $75,000,000, a Pro Forma Compliance Certificate demonstrating that, upon giving effect to such Acquisition on a Pro Forma Basis, the Loan Parties would be in compliance with the financial covenants set forth in Section 6.10(a) and (b), (iv) the representations and warranties made by the Loan Parties in all Loan Documents shall be true and correct in all material respects at and as if made as of the date of such Acquisition (after giving effect thereto) except to the extent such representations and warranties expressly relate to an earlier date, (v) if such transaction involves the purchase of an interest in a partnership between any Borrower (or a Subsidiary of any Borrower) as a general partner and entities unaffiliated with such Borrower or any Subsidiarysuch Subsidiary as the other partners, such transaction shall be effected by having such equity interest acquired by a corporate holding company directly or indirectly wholly-owned by such Borrower newly formed for the sole purpose of effecting such transaction and (vi) after giving effect to such Acquisition, there shall be at least $75,000,000 of Availability under (and as defined in) the Revolving Credit Agreement; (h) Investments comprised in Construction in Progress, provided that the total Investment in Construction in Progress shall not exceed ten percent (10%) of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities;Total Asset Value; and (i) Investments existing on in Investment Affiliates, provided that the date hereof and set forth on Schedule 7.02; total Investment in Investment Affiliates shall not exceed fifteen percent (j15%) Investments in investment-grade issuers that are (valuing each such Investment at GAAP book value of the minority interest held therein by the Borrower or any Subsidiary not longer than eighteen months; and (kConsolidated Parties) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any timeTotal Asset Value.

Investments. Make any Investments, except: (a) Investments held by Neither the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term Investments; (b) loans and advances to officers, directors and employees of the Borrower or nor any of its Subsidiaries shall make Investments in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition Person except as permitted by Section 5.06 and analogous ordinary business purposes; except Investments in (ci) Investments direct obligations of the Borrower United States Government maturing within one year, (ii) certificates of deposit issued by a commercial bank whose credit is satisfactory to the Agent, (iii) commercial paper rated A-1 or the equivalent thereof by Standard & Poor’s Corporation or P-1 or the equivalent thereof by ▇▇▇▇▇’▇ Investors Service, Inc. and in any Subsidiary and Investments either case maturing within 270 days after the date of any Subsidiary in the Borrower or in another Subsidiary; acquisition, (div) Permitted Acquisitions; (e) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit Company Owned Restaurants made in the ordinary course of business, and Investments received (v) Development Joint Ventures in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any a Consolidated Subsidiary to such Development Joint Ventures, made in the ordinary course of its Subsidiaries as partial payment of business, (vi) the total consideration stock or other equity interests of any Disposition made in accordance with Section 7.04(f); other Person (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) excluding Investments existing on the date hereof Closing Date) provided that the aggregate amount expended, assumed or incurred by the Borrower and set forth the Subsidiaries of the Borrower in connection with such Investment does not exceed, when aggregated with the total amount expended, assumed or incurred by the Borrower and the Subsidiaries in connection with all such other Investments under this Section 5.07(vi), together with the aggregate outstanding principal amount of the loans and advances made under item (vi) of the definition of Permitted Loans and Advances, ten percent (10%) of Consolidated Net Worth at the time of such Investment, (vii) Investments of the Borrower and its Subsidiaries existing on Schedule 7.02; the Closing Date, (jviii) Investments in investment-grade issuers Permitted Acquisitions, (ix) obligations issued or unconditionally guaranteed by a state or municipality having a rating of AA or better from Standard & Poor’s Corporation or Aa or better from ▇▇▇▇▇’▇ Investors Service, Inc., (x) obligations of a corporation having a rating of AA or better from Standard & Poor’s Corporation or Aa or better from ▇▇▇▇▇’▇ Investors Service, Inc., (xi) money market funds that are held by invest exclusively in the Borrower or any Subsidiary not longer than eighteen months; and investments described in Subsections 5.07(i), (kii), (iii), (ix), (x) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (iixii), and/or (xii) 2.5% tender bonds the payment of Consolidated Tangible Assetsthe principal of and interest on which is fully supported by a letter of credit issued by a United States bank whose long-term certificates of deposit are rated at least AA or the equivalent thereof by Standard & Poor’s Corporation and AA or the equivalent thereof by ▇▇▇▇▇’▇ Investors Service, in the aggregate at any time.Inc.

Investments. Make The Loan Parties will not, and will not permit any of their Subsidiaries to, directly or indirectly, at any time make or hold any Investment in any Person (whether in cash, securities or other property of any kind) except the following (collectively, the “Permitted Investments, except:”): (a) Investments held by existing on, or contractually committed as of, the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsClosing Date and set forth on Schedule 8.10; (b) loans Investments in digital currency, Digital Currency or cash and advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesCash Equivalents; (c) Investments Guarantees by the Loan Parties and their Subsidiaries constituting Indebtedness permitted by Section 8.1; provided that the aggregate principal amount of Indebtedness of Subsidiaries that are not Loan Parties that is guaranteed by any Loan Party shall be subject to the Borrower applicable limitations set forth in any Subsidiary and Investments of any Subsidiary in the Borrower or in another SubsidiarySection 8.1; (d) Permitted Acquisitionsloans or advances to employees, officers or directors of the Loan Parties or any of their Subsidiaries in the ordinary course of business for travel, relocation and related expenses; provided that the aggregate amount of all such loans and advances does not exceed $100,000 at any time outstanding; (e) Permitted Hedging Agreements; (f) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit Loan Parties; (g) Permitted Intercompany Advances; (h) Investments (i) in the ordinary course of business, and Investments any Equity Interests received in satisfaction or partial satisfaction thereof from financially troubled account debtors debtors, and Investments in account debtors received (ii) deposits, prepayments, and other credits in connection with a proceeding under any Debtor Relief Laws in settlement the purchase price of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower goods or any of its Subsidiaries as partial payment of the total consideration of any Disposition services made in accordance with Section 7.04(f); (g) Guarantees the ordinary course of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authoritiesbusiness; (i) Investments existing on in the date hereof and set forth on Schedule 7.02ordinary course of business consisting of endorsements negotiable instruments for collection or deposit; (j) Investments received in investment-grade issuers that are held by settlement of amounts due to a Loan Party effected in the Borrower ordinary course of business or owing to such Loan Party as a result of Insolvency Events involving an account debtor or upon the foreclosure or enforcement of any Subsidiary not longer than eighteen months; andLien in favor of such Loan Party; (k) other Permitted Acquisitions; (l) [reserved]; (m) Investments by any Loan Party in any Subsidiary that is not otherwise permitted hereunder and not exceeding the greater of a Loan Party so long as such Investment is to finance (i) $50,000,000 tax and corporate maintenance obligations in the ordinary course of business, (ii) 2.5% payment of Consolidated Tangible Assetsutility bills for property owned or leased by such Subsidiary that supports the businesses of the Loan Parties, (iii) payment of the security guards for any such property owned or leased by such Subsidiary, and (iv) other expenses in an aggregate amount not to exceed $75,000 per year; (n) other Investments which in the aggregate do not exceed $5,000,000 in any fiscal year; or (o) Investments in joint ventures which in the aggregate do not exceed $25,000,000 at any timetime outstanding.

Investments. Make or hold any Investments, except: (a) Investments held by the Borrower or such Subsidiary its Subsidiaries in the form of cashcash or Cash Equivalents, cash equivalents and Investments in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or other Short Term Investmentsdeposit; (b) loans and advances to officers, directors and employees of Investments made by a Company in any other Company that is consolidated with the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesfinancial reporting purposes under GAAP; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and or lessees; (d) Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement unimproved land holdings (including through the purchase or other acquisition of all of the obligations Equity Interests of account debtorsany Person that owns unimproved land holdings) so long as the aggregate amount of Investments made in reliance on this clause (d) does not at any time exceed (i) 5% of the Total Asset Value and (ii) taken together with the aggregate amount of Investments made in reliance on clauses (e) through (g) of this Section 7.02, 35% of the Total Asset Value; (e) Investments (whether originated or acquired by the Borrower or a Subsidiary thereof) consisting of mortgage loans, commercial loans, mezzanine loans and notes receivable (including construction and repositioning loans, but excluding “SBA 7(a) Loans, subject to secured borrowings” (i.e., sold portion of SBA 7(a) Loans)) so long as the aggregate amount of Investments made in reliance on this clause (e) does not at any time exceed (i) 20% of the Total Asset Value and (ii) taken together with the aggregate amount of Investments made in reliance on clauses (d), (f), and (g) of this Section 7.02, 35% of the Total Asset Value; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by Investments in respect of construction in progress so long as the Borrower or aggregate amount of Investments made in reliance on this clause (f) does not at any of its Subsidiaries as partial payment time exceed (i) 25% of the total consideration Total Asset Value and (ii) taken together with the aggregate amount of any Disposition Investments made in accordance with reliance on clauses (d), (e), and (g) of this Section 7.04(f)7.02, 35% of the Total Asset Value; (g) Guarantees Investments in any Unconsolidated Affiliates (including through the purchase or other acquisition of Equity Interests of any Unconsolidated Affiliate) so long as the aggregate amount of Investments made in reliance on this clause (g) does not at any time exceed (i) 20% of the Borrower or any Subsidiary Total Asset Value and (ii) taken together with the aggregate amount of Investments made in respect reliance on clauses (d) through (f) of Indebtedness this Section 7.02, 35% of the Borrower or any SubsidiaryTotal Asset Value; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities;Guarantees permitted under Section 7.03; and (i) other Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower Companies and their Subsidiaries (excluding Investments of the types described in clauses (a) through (h) of this Section 7.02, whether or not permitted under such clauses); provided, that notwithstanding the foregoing, in no event shall any Subsidiary not longer than eighteen months; and Investment pursuant to clauses (kb) other Investments not otherwise permitted hereunder and not exceeding the greater of or (d) through (i) $50,000,000 of this Section 7.02 be consummated if, (i) immediately before or immediately after giving effect thereto, a Default shall have occurred and be continuing or would result therefrom or (ii) 2.5% the Companies would not be in compliance, on a Pro Forma Basis, with the provisions of Consolidated Tangible Assets, in the aggregate at any timeSection 7.11.

Investments. Make It will not, and will not permit any Investmentsof its Subsidiaries to, make, directly or indirectly, or permit to remain outstanding any Investments except: (a) Investments held by outstanding on the Borrower date hereof and identified in Schedule 9.05 and any modification, replacement, renewal or such Subsidiary in extension thereof to the form of cash, cash equivalents extent not involving new or other Short Term additional Investments; (b) loans and advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesoperating deposit accounts with banks; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant sales of trade credit goods or services in the Ordinary Course of Business; (d) Permitted Cash Equivalent Investments (or were Permitted Cash Equivalents at the time acquired); (i) Investments consisting of 100% of the ownership of the Equity Interests of its Subsidiaries and (ii) intercompany Investments by a Borrower or a Subsidiary in any Subsidiary Guarantor; (f) Hedging Agreements entered into in the ordinary course of business, any Obligor’s financial planning solely to hedge interest rate risks (and Investments received not for speculative purposes) in satisfaction or partial satisfaction thereof from financially troubled account debtors respect of Permitted Indebtedness and Investments in account debtors received aggregate amount for all such Hedging Agreements not in connection with a proceeding under any Debtor Relief Laws in settlement excess of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)$500,000; (g) Guarantees Investments consisting of prepaid expenses, negotiable instruments held for collection or deposit, security deposits with utilities, landlords and other like Persons, and deposits in connection with workers’ compensation and similar deposits, in each case made in the Borrower or any Subsidiary in respect Ordinary Course of Indebtedness of the Borrower or any SubsidiaryBusiness; (h) Investments comprised received in connection with any Insolvency Proceedings in respect of the purchase any customers, suppliers or clients and in settlement of receivables from delinquent obligations of, and other energy marketers as required from time to time by one disputes with, customers, suppliers or more applicable Governmental Authoritiesclients; (i) Investments existing on the date hereof permitted under Section 9.01(c) and set forth on Schedule 7.02Section 9.03; (j) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions, to customers and suppliers who are not Affiliates, in investmentthe Ordinary Course of Business; (k) Investments consisting of (i) travel advances and employee relocation loans and other employee loans and advances in the Ordinary Course of Business, and (ii) loans to employees, officers or managers relating to the purchase of equity securities of Intermediate Holdings or its Subsidiaries pursuant to employee stock purchase plans or agreements in an aggregate amount not to exceed $250,000 for subclauses (i) and (ii) in any fiscal year; (l) non-grade issuers cash Investments in joint ventures or strategic alliances in the Ordinary Course of Business consisting of the non-exclusive licensing of technology, the development of technology or the providing of technical support; (m) Investments consisting of loans not involving the net transfer on a substantially contemporaneous basis of cash proceeds to employees, officers or directors relating to the purchase of capital stock of the Administrative Borrower pursuant to employee stock purchase plans or other similar agreements, as approved by Administrative Borrower’s board of directors and not to exceed $500,000 in the aggregate; (n) so long as no Default or Event of Default shall occurred and is continuing, Investments (i) in Foreign Subsidiaries in an aggregate amount not to exceed, together with Indebtedness of Foreign Subsidiaries pursuant to Section 9.01(c) and transfers of property to Foreign Subsidiaries made pursuant to Section 9.09(f)(iii), $250,000 in any fiscal year and (ii) in Subsidiaries which are not Obligors, in an aggregate amount not to exceed, together with Indebtedness of Subsidiaries which are not Obligors pursuant to Section 9.01(c) and transfers of property to Subsidiaries which are not Obligors made pursuant to Section 9.09(f)(iii), $100,000 in any fiscal year; provided that are held the amount of any intercompany Indebtedness owed by the Borrower or any Subsidiary not longer than eighteen monthspayor to the payee and the corresponding amount of intercompany Investment made by the payee in such payor arising out of such intercompany Indebtedness shall only be counted once for purpose of determining the cap set forth above; and (ko) so long as no Default shall have occurred and is continuing at the time of such Investment, or after giving effect thereto, other Investments in an amount not otherwise permitted hereunder and not exceeding the greater of (i) to exceed $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, 500,000 in the aggregate at any timefiscal year.

Investments. Make any Investments, exceptor allow: (a) Investments held by in unimproved land holdings (including through the Borrower or such Subsidiary in the form of cash, cash equivalents purchase or other Short Term Investmentsacquisition of all of the Equity Interests of any Person that owns unimproved land holdings) such that the GAAP book value of the Consolidated Group’s interest in all such unimproved land holdings would at any time exceed (i) 5% of the Consolidated Total Asset Value or (ii) taken together with all Investments of the types described in clauses (b) through (d) of this Section 7.02, 35% of the Consolidated Total Asset Value; (b) Investments consisting of mortgage loans, mezzanine loans and notes receivable (other than intercompany loans and advances to officers, directors and employees among Consolidated Parties) such that the GAAP book value of the Borrower or any of its Subsidiaries Consolidated Group’s interest in an aggregate amount not to exceed $10,000,000 all such mortgage loans, mezzanine loans and notes receivable would at any time outstandingexceed (i) 30% of the Consolidated Total Asset Value or (ii) taken together with all Investments of the types described in clauses (a), for travel(c) and (d) of this Section 7.02, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes35% of the Consolidated Total Asset Value; (c) Investments in Properties that are under construction or development, but not yet substantially complete such that occupancy is not viable (excluding for the avoidance of doubt Properties under renovation) such that the undepreciated GAAP book value of the Borrower Consolidated Group’s interest in all such Properties would at any Subsidiary time exceed (i) 15% of the Consolidated Total Asset Value and (ii) taken together with all Investments of any Subsidiary the types described in clauses (a), (b) and (d) of this Section 7.02, 35% of the Borrower or in another SubsidiaryConsolidated Total Asset Value; (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under Unconsolidated Affiliates (including through the purchase or other acquisition of Equity Interests of any Debtor Relief Laws in settlement Unconsolidated Affiliate) such that the GAAP book value of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or Consolidated Group’s interest in all such Unconsolidated Affiliates would at any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; exceed (i) Investments existing on 20% of the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 Consolidated Total Asset Value and (ii) 2.5taken together with all Investments of the types described in clauses (a) through (c) of this Section 7.02, 35% of the Consolidated Tangible AssetsTotal Asset Value; provided, that notwithstanding the foregoing, in no event shall any Investment of the aggregate at any timetypes described in this Section 7.02 be consummated if, (i) immediately before or immediately after giving effect thereto, a Default shall have occurred and be continuing or would result therefrom or (ii) the Credit Parties would not be in compliance, on a pro forma basis, with the provisions of Section 7.10 (in the case of Sections 7.10(c), (f) and (g), on a Pro Forma Basis). For purposes of this Section 7.02 determinations of whether an Investment of the types described in clauses (a) through (d) is permitted to be made or allowed will be made after giving effect to the subject Investment.

Investments. Make or hold any Investments, except: (a) Investments held by the Borrower in assets that are Cash Equivalents or such Subsidiary in the form of cash, cash equivalents or other Short Term Investmentswere Cash Equivalents when made; (b) loans and loans, promissory notes or advances to future, present or former officers, directors directors, members of management, employees and employees consultants of the Borrower (or any direct or indirect parent thereof) or any of its the Restricted Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, (i) for reasonable and customary business-related travel, entertainment, relocation, payroll, office equipment, tuition housing and analogous ordinary business purposespurposes or consistent with past practices, (ii) in connection with such Person’s purchase of Equity Interests of the Borrower (or any direct or indirect parent thereof; provided that, to the extent such loans or advances are made in cash, the amount of such loans and advances used to acquire such Equity Interests shall be contributed or paid to the Borrower in cash) or (iii) for any other purpose in an aggregate principal amount outstanding under this clause (iii) since the First Amendment Effective Date not to exceed C$7,500,000 at any time; (c) Investments of by the Borrower in or any Subsidiary and Investments of any Restricted Subsidiary in the Borrower or any Restricted Subsidiary; provided that the aggregate amount of Investments of Loan Parties made in another SubsidiaryNon-Loan Parties pursuant to this Section 7.02(c) shall not at any time outstanding since the First Amendment Effective Date exceed the greater of (x) C$40,000,000 and (y) 1.2% of Consolidated Total Assets determined at the time of such Investment (calculated on a Pro Forma Basis); (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and other credits to suppliers, in each case, in the ordinary course of business; (e) Investments in account debtors received in connection with a proceeding consisting of Liens, Indebtedness, fundamental changes, Dispositions, Restricted Payments and prepayments of Indebtedness permitted under any Debtor Relief Laws in settlement of the obligations of account debtorsSection 7.01, Section 7.03 (other than Section 7.03(c)(ii) or (d)), Section 7.04 (other than Section 7.04(a)(ii), (c)(ii) or (f)), Section 7.05 (other than Section 7.05(d)(ii) or (e)), Section 7.06 (other than Section 7.06(d) or (g)(iii)) and Section 7.12, respectively; (f) Promissory notesInvestments existing on the First Amendment Effective Date or made pursuant to legally binding commitments in existence or otherwise contemplated on the First Amendment Effective Date (i) set forth on Schedule 7.02(f), earn(ii) consisting of intercompany Investments outstanding on the First Amendment Effective Date, and (iii) any modification, replacement (that does not result in an Investment in any other Person), renewal, reinvestment (that does not result in an Investment in any other Person) or extension of any of the foregoing; provided that (x) the amount of any Investment permitted pursuant to this Section 7.02(f) is not increased from the amount of such Investment on the First Amendment Effective Date except pursuant to the terms of such Investment as of the First Amendment Effective Date or as otherwise permitted by another clause of this Section 7.02 and (y) any Investment in the form of Indebtedness of any Loan Party owed to any Non-outs, other contingent payment obligations Loan Party shall be subordinated to the Obligations on subordination terms no less favorable to the Lenders (as determined by the Borrower) than the subordination terms set forth in an Intercompany Note; (g) Investments in Swap Contracts of the type permitted under Section 7.03; (h) promissory notes and other non-cash consideration that is permitted to be received in connection with Dispositions permitted by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)7.05; (gi) Guarantees (A) a Pre-Approved Acquisition and (B) the purchase or other acquisition of all or substantially all of the property and assets of any Person or of assets constituting a business unit, a line of business or division of such Person or Equity Interests in a Person that, upon the consummation thereof, will be a Restricted Subsidiary (including as a result of a merger or consolidation and/or any Investment in any Subsidiary that serves to increase the equity ownership of the Borrower or any Restricted Subsidiary in therein); provided that with respect of Indebtedness of the Borrower to each purchase or any Subsidiary; other acquisition made pursuant to this Section 7.02(i) (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities;each, a “Permitted Acquisition”): (i) the property, assets and businesses acquired in such purchase or other acquisition shall, to the extent required hereunder and under the other Loan Documents, constitute Collateral and the applicable Loan Party, any such newly created or acquired Subsidiary and the Subsidiaries of such created or acquired Subsidiary (in each case, to the extent required under the Collateral and Guarantee Requirement) shall comply with the requirements of Section 6.12, within the times specified therein (for the avoidance of doubt, this clause (i) shall not override any provisions of the Collateral and Guarantee Requirement, subject to the limit in clause (ii) below); (ii) the aggregate amount of such Investments existing made by Loan Parties pursuant to this Section 7.02(i) in Persons that are not or do not become (or in assets that are not owned by) Loan Parties (or are not merged or amalgamated with Loan Parties immediately following such Investment) shall not exceed at any time outstanding since the First Amendment Effective Date the greater of (x) C$40,000,000 and (y) 1.2% of Consolidated Total Assets determined at the time of such Investment (calculated on a Pro Forma Basis); and (iii) on the date hereof on which the definitive agreement governing the relevant transaction is executed, immediately before and set forth on Schedule 7.02;immediately after giving Pro Forma Effect to any such purchase or other acquisition (including any Indebtedness to be incurred in connection therewith), no Event of Default shall have occurred and be continuing. (j) other Investments in investment-grade issuers that are held by an amount not to exceed the Borrower or any Subsidiary not longer than eighteen months; andAvailable Amount immediately prior to the time of the making of such Investment; (k) other Investments not otherwise permitted hereunder in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit (or similar provisions of Law) and not exceeding the greater Article 4 customary trade arrangements with customers consistent with past practices (or similar provisions of Law); (l) Investments (including debt obligations and Equity Interests) received (i) $50,000,000 in connection with the bankruptcy workout, recapitalization or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with or judgments against, customers and suppliers arising in the ordinary course of business, (ii) 2.5% upon the foreclosure with respect to any secured Investment, (iii) as a result of Consolidated Tangible Assetsthe settlement, compromise or resolution of litigation, arbitration or other disputes or (iv) in settlement of debts created in the ordinary course of business; (m) loans and advances to any direct or indirect parent of the Borrower in lieu of, and not in excess of the amount of (after giving effect to any other loans, advances or Restricted Payments in respect thereof), Restricted Payments to the extent permitted to be made to such direct or indirect parent in accordance with Section 7.06 (it being understood and agreed that each applicable provision of Section 7.06 shall be deemed utilized by the outstanding aggregate at any time.principal amount of such loans and advances made in reliance on this clause (m));

Investments. Make any InvestmentsInvestment, except: (a) (i) Investments held in Subsidiaries to the extent existing on the Closing Date (following the consummation of the US Footwear Acquisition), (ii) additional Investments by any Obligor in another Obligor, (iii) additional Investments by Subsidiaries of the Parent that are not Obligors in other Subsidiaries that are not Obligors, (iv) additional Investments by the Borrower Obligors in Subsidiaries that are not Obligors and (v) additional Investments by any Subsidiaries of the Parent that are not Obligors in Obligors, so long as subject to a subordination agreement relating to such Investment in form and substance satisfactory to the Agent; provided that (A) the aggregate amount of such investments in clause (iv) shall not exceed $3,000,000 at any time and (B) no Default or Event of Default exists at the time such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsInvestment is made; (b) loans cash and advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesCash Equivalents; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (d) advances to an officer or employee for salary, travel expenses, commissions and similar items in the Ordinary Course of Business; (e) Investments consisting of to the extent constituting an Investment, prepaid expenses and extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit made in the ordinary course Ordinary Course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorsBusiness; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made Deposit Accounts maintained in accordance with Section 7.04(f)this Agreement; (g) Guarantees Investments (including debt obligations) received in connection with the bankruptcy or reorganization of suppliers and customers and in settlement of delinquent obligations of, and other disputes with, customers and suppliers arising in the Borrower or any Subsidiary in respect Ordinary Course of Indebtedness of the Borrower or any SubsidiaryBusiness; (h) Investments comprised deposits made in the Ordinary Course of Business consistent with past practices to secure the purchase performance of receivables from other energy marketers as required from time to time by one leases or more applicable Governmental Authoritiesin connection with bidding on government contracts; (i) Investments existing in certificates of deposit and bank deposits with financial institutions located in Puerto Rico and the Dominican Republic, solely to the extent necessary to maintain preferred tax treatment or country of origin status in such locations, not to exceed $5,000,000 in the aggregate at any time outstanding for Parent and its Subsidiaries on the date hereof and set forth on Schedule 7.02a consolidated basis; (j) Investments in investment-grade issuers that are held by Swaps, hedge agreements, derivative agreements and similar arrangements in connection with Debt, in all cases for bona fide hedging activities and not for speculative purposes, only to the Borrower or extent unsecured (other than Bank Products) and not to exceed in the aggregate a notional amount equal to the sum of the Loans, the Term Loan and $5,000,000 at any Subsidiary not longer than eighteen monthstime outstanding for Parent and its Subsidiaries; and (k) additional Investments (other Investments not otherwise permitted hereunder and not exceeding than Acquisitions) so long as the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any timePayment Conditions are satisfied.

Investments. Make No Credit Party shall, nor shall it permit any Investmentsof its Subsidiaries to, directly or indirectly, make or own any Investment in any Person, including any joint venture and any Foreign Subsidiary, except: (a) Investments held by the Borrower in cash and Cash Equivalents and deposit accounts or such Subsidiary securities accounts in the form of cash, cash equivalents or other Short Term Investmentsconnection therewith; (b) equity Investments owned as of the Closing Date in any Subsidiary; (c) intercompany loans to the extent permitted under Section 8.1(b), and guarantees to the extent permitted under Section 8.1(c); (d) Investments existing on the Closing Date and described on Schedule 8.6; (e) Investments constituting Swap Agreements permitted by Section 8.1(f); (f) Permitted Acquisitions; (g) Investments constituting accounts receivable, trade debt and deposits for the purchase of goods, in each case made in the ordinary course of business; (h) Investments made by Regulated Subsidiaries (x) in the ordinary course of business that are consistent with the respective investment policies of each such Regulated Subsidiary in effect on the Closing Date, as such policy may be amended or modified from time to time by board (or equivalent) approval and (y) consisting of the repurchase of Convertible Notes in accordance with the terms of Section 8.13(c); (i) Guarantees by Borrower or any Subsidiary constituting Indebtedness permitted by Section 8.1; (j) loans or advances to officersemployees, officers or directors and employees of the Borrower or any Subsidiary in the ordinary course of business for travel, relocation and related expenses; provided, that the aggregate amount of all such loans and advances does not exceed $500,000 in the aggregate at any time outstanding; (k) Investments received in connection with the bankruptcy or reorganization of, or settlement of delinquent accounts and disputes with, customers and suppliers, or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment; (l) Investments resulting from pledges or deposits described in clause (d) of Section 8.2; (m) Investments consisting of ▇▇▇▇ ▇▇▇▇▇▇▇ money deposits in connection with a Permitted Acquisition or other Investment permitted hereunder; (n) Investments consisting of endorsements for collection or deposit in the ordinary course of business; (i) Investments by the Borrower and its Subsidiaries in Credit Parties; (ii) Investments by Subsidiaries of the Borrower that are not Credit Parties in other Subsidiaries that are not Credit Parties; and (iii) Investments by the Credit Parties in Subsidiaries that are not Credit Parties to the extent required to provide capital support for such Regulated Subsidiaries in amounts sufficient to maintain a risk-based capital ratio of at least one-hundred and fifty percent (150.0%) of company action level (or similar term as used under Applicable Laws or by any applicable Insurance Regulatory Authority) or as otherwise required by an applicable Insurance Regulatory Authority, so long as: (A) no Default or Event of Default exists or would result from such Investment; (B) on a Pro Forma Basis after giving effect to any such Investment, the Credit Parties are in compliance with Section 8.8; and (C) after giving effect to any such Investment, there remains at least Twenty-Five Million Dollars ($25,000,000) of Liquidity; (p) Investments in joint ventures in an aggregate amount not to exceed $10,000,000 5,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes;; and (cq) other Investments of not listed above and not otherwise prohibited by this Agreement in an aggregate amount outstanding at any time (on a cost basis) not to exceed $1,000,000. Notwithstanding the Borrower foregoing, in no event shall any Credit Party make any Investment which results in or facilitates in any Subsidiary manner any Restricted Payment not otherwise permitted under the terms of Section 8.4. For purposes of determining compliance with this Section 8.6, (x) an Investment need not be made solely by reference to one category of Investments described in Sections 8.6(a) through (o) above but may be made under any combination of such categories (including in part under one such category and Investments of in part under any Subsidiary other such category), (y) in the Borrower event that an Investment (or any portion thereof) meets the criteria of one or more of such categories of Investments described in another Subsidiary; clauses (da) Permitted Acquisitions; through (eo) Investments consisting of extensions of credit above, the Borrower, in the nature of accounts receivable its sole discretion, may classify or notes receivable arising from the grant of trade credit may subsequently reclassify at any time such Investment (or any portion thereof) in the ordinary course of businessany manner that complies with this covenant and (z) any Investment that is written down, and Investments received in satisfaction written off or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received forgiven by the Borrower or any of its Subsidiaries as partial payment shall continue to count against any cap set forth in the clause or clauses of this Section 8.6 pursuant to which such Investment is permitted. Any Investment that exceeds the total consideration limits of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and particular clause set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by above may be allocated amongst more than one of such clauses to permit the Borrower incurrence or any Subsidiary not longer than eighteen months; and (k) holding of such Investment to the extent such excess is permitted as an Investment under such other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any timeclauses.

Investments. Make any InvestmentsInvestments in any Person, except: (a) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsCash Equivalents; (b) loans Investments made prior to the Closing Date, and to the extent any individual investment exceeds $5,000,000, as set forth in Schedule 7.02; (c) advances to directors, officers, employees and consultants of the Borrower or any other Subsidiary for payroll, travel and to cover similar matters, each of which is expected at the time of such advance to be treated as an expense for accounting purposes and that are made in the ordinary course of business and loans to directors, officers, employees and consultants of the Borrower or any Subsidiary Guarantor in the ordinary course of business as presently conducted, such advances and loans in an aggregate principal amount not to exceed $5,000,000 in the aggregate at any one time outstanding; provided, however that any such advances or loans to directors or executive officers shall only be permitted to the extent allowable under ▇▇▇▇▇▇▇▇-▇▇▇▇▇; (d) Investments in any Wholly-Owned Subsidiary that is a Domestic Subsidiary; (e) Investments consisting of promissory notes issued by officers, directors and employees of the Borrower or any Restricted Subsidiary as consideration for the purchase of its Subsidiaries Equity Interests of the Borrower; (f) Investments (other than Investments in an Unrestricted Subsidiary), in an aggregate amount not to exceed exceed, when combined with the aggregate amount of Restricted Payments made pursuant to Section 7.06(d) and the aggregate amount of prepayments of any Junior Financing pursuant to Section 7.13(i), $10,000,000 100,000,000 in any fiscal year (provided that any unused portion may be carried forward to the immediately succeeding fiscal year); (g) Investments that constitute Permitted Acquisitions (including Investments in Foreign Subsidiaries for the purpose of effecting a Permitted Acquisition); (h) Investments in Swap Contracts permitted under Section 7.03(d); (i) Guarantees permitted by Section 7.03; (j) Investments made as a result of the receipt of non-cash consideration from a Disposition that was made pursuant to and in compliance with this Agreement; (k) Extensions of credit to customers in the ordinary course of business; (l) Investments by any Excluded Subsidiary in the Borrower or any Restricted Subsidiary; provided that if Investments in the form of debt owed by a Loan Party to a non-Loan Party shall exceed, in the aggregate at any time outstanding, for travel$5,000,000, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesthen any such Indebtedness incurred under this clause (l) in excess of such amount shall be evidenced by a subordinated intercompany note substantially in the form of Exhibit F hereto or otherwise subordinated to the Obligations pursuant to a subordination agreement reasonably satisfactory to the Administrative Agent; (cm) Investments in an amount not to exceed in the aggregate at any time outstanding, the greater of $170,000,000 and 35% of Consolidated EBITDA of the Borrower in any Subsidiary and its Restricted Subsidiaries for the four quarter period most recently then ended for which financial statements have been delivered pursuant to Section 6.01(a) or (b); (n) Investments to the extent (i) funded with the Net Cash Proceeds of any Subsidiary in Equity Issuance by the Borrower so long as such Net Cash Proceeds are used to fund such Investment within 180 days of the receipt of such Net Cash Proceeds by the Borrower or any Subsidiary to the extent such Net Cash Proceeds are not otherwise applied or (ii) the consideration paid is in another Subsidiarythe form of Equity Interests issued to the seller or any of its affiliates; (d) Permitted Acquisitions; (eo) 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 Investments (including equity interests) received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received (i) in connection with a proceeding under any Debtor Relief Laws the bankruptcy workout, recapitalization or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with or judgments against, customers and suppliers arising in the obligations ordinary course of account debtorsbusiness, (ii) upon the foreclosure with respect to any secured Investment, (iii) as a result of the settlement, compromise or resolution of litigation, arbitration or other disputes or (iv) in settlement of debts created in the ordinary course of business; (fp) Promissory notes, earn-outs, Investments in the form of milestone or other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition upfront payments made in accordance the ordinary course in connection with Section 7.04(f)the right to receive royalty or other recurring payments;; (gq) Guarantees Investments made in the ordinary course of the Borrower business into suppliers or any Subsidiary in respect of Indebtedness customers of the Borrower or any Subsidiary; (hr) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities[reserved]; (is) additional Investments; provided that after giving pro forma effect to such Investments existing (x) the Consolidated Total Net Leverage Ratio does not exceed 4.00 to 1.00, (y) the Borrower and its Restricted Subsidiaries shall be in compliance on the date hereof a Pro Forma Basis with Section 7.18 after giving effect to such Investment and set forth on Schedule 7.02(z) no Event of Default under Sections 8.01(a) or 8.01(f) shall exist; (jt) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary Excluded Subsidiaries (other than Unrestricted Subsidiaries), in an amount not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding to exceed the greater of (i) $50,000,000 565.0 million and (ii) 2.512.5% of the Consolidated Tangible Assets, Total Assets of the Borrower and its Restricted Subsidiaries in the aggregate at any timetime outstanding; and (u) Investments by any Foreign Subsidiary in any other Foreign Subsidiary. Notwithstanding the foregoing, the Borrower shall not, nor shall it permit any Restricted Subsidiary to, make any Investment in an Unrestricted Subsidiary in the form of a transfer of Material Intellectual Property or an Acquisition of a Person that holds Material Intellectual Property as an Unrestricted Subsidiary.

Investments. Make any Investments, except: (a) Investments held by the Borrower or such Subsidiary by any of its Subsidiaries in the form of cash, cash equivalents or other Short Term Investmentscash equivalents; (b) loans and advances from time to time made in the ordinary course of business to officers, directors and employees of the Borrower or of any of its Subsidiaries in an Subsidiaries; provided, however, that the aggregate outstanding principal amount of all of such loans and advances to all such Persons shall not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesexceed $5,000,000; (c) Investments pledges and deposits permitted by clause (c) or by clause (d) of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another SubsidiarySection 7.01; (d) Permitted AcquisitionsInvestments, including loans and advances, by the Borrower in or to any Wholly-Owned Subsidiary of the Borrower (other than Finsub), and Investments, including loans and advances, by any Wholly-Owned Subsidiary of the Borrower in or to the Borrower or in or to any other Wholly-Owned Subsidiary of the Borrower (other than Finsub); (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments to the extent reasonably necessary in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorsorder to prevent or limit loss; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received Guarantees permitted by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)7.03; (g) Guarantees Investments, including loans and advances, made in or to the Borrower or in or to any of the Subsidiaries of the Borrower or any Subsidiary pursuant to and upon the terms contained in respect the Receivables Program Documents; provided, however, that each of Indebtedness such Investments shall, at the time made, be permitted by the provisions of the Borrower or any SubsidiarySection 7.01 and Section 7.03; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held Acquisitions by the Borrower or by any Subsidiary of its Subsidiaries; provided, however, that: (i) with respect to any Acquisition involving the acquisition of the ownership or Control of Equity Interests of any Person, such Acquisition shall be made on a negotiated basis with the approval of the board of directors (or equivalent governing body) of the Person to be acquired and, if necessary, the approval of the shareholders of the Person to be acquired; and (ii) if the aggregate fair market value of all of the consideration paid or payable for or with respect to any such Acquisition shall exceed $300,000,000, then the Borrower shall have delivered to the Administrative Agent, not longer less than eighteen monthsfive (5) Business Days prior to the completion of such Acquisition, a certificate of a Responsible Officer of the Borrower stating that, immediately after giving effect on a Pro Forma Basis to such Acquisition (A) the Borrower shall be in compliance with the financial covenants set forth in Section 7.11, and (B) both immediately before and immediately after giving effect to such Acquisition, no Default shall be continuing or shall result therefrom; and (ki) other Investments not otherwise permitted hereunder by any of the other clauses of this Section 7.02; provided, however, that the aggregate amount (determined on a consolidated basis for the Borrower and not exceeding its Subsidiaries) of all of the greater of Investments so made after the Closing Date pursuant to this clause (i) shall not exceed $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any time300,000,000.

Investments. Make any Investments, Investment except: (a) Investments held by the Borrower or such Subsidiary extensions of trade credit in the form ordinary course of cash, cash equivalents or other Short Term Investmentsbusiness; (b) Investments in Cash Equivalents; (c) Guarantee Obligations permitted by Section 7.2; (d) loans and advances to officersemployees or directors of any Group Member in the ordinary course of business (including for travel, directors entertainment and employees relocation expenses); (e) Investments in the business of the Borrower and its Subsidiaries made by the Borrower or any of its Subsidiaries with the proceeds of any Reinvestment Deferred Amount; (f) intercompany Investments by (i) any Group Member in the Borrower or any Person that, prior to such investment, is a Guarantor, (ii) by any Subsidiary that is not a Loan Party in any other Subsidiary that is not a Loan Party, (iii) by any Loan Party in a Foreign Subsidiary to fund in the ordinary course of business foreign operations and (iv) by any Loan Party in any Subsidiary that is not a Loan Party, provided that the aggregate amount of Investments under clause (iv) in Subsidiaries that are organized under the laws of a Specified Jurisdiction shall not exceed $200,000,000 at any one time outstanding in the aggregate plus, without duplication, all cash returns of principal or capital, cash dividends and other cash returns received by any Loan Party after the date hereof from any Subsidiary that is organized under the laws of a Specified Jurisdiction; (g) Investments consisting of Indebtedness permitted by Section 7.2; (h) prepaid expenses and lease, utility, workers, compensation, performance and other similar deposits made in the ordinary course of business; (i) Investments (including debt obligations) received in the ordinary course of business by the Borrower or any Subsidiary in connection with the bankruptcy or reorganization of suppliers and customers and in settlement or delinquent obligations of, and other disputes with, customers and suppliers arising out of the ordinary course of business; (j) Investments in existence on the Closing Date; (k) Investments in Greenfield Holdings, LLC and Integrated Manufacturing and Assembly L.L.C. to the extent that such Investments are made in the ordinary course of a Loan Party’s business, for cash management purposes and not exceeding $50,000,000 at any one time outstanding plus, without duplication, all cash returns of principal or capital, cash dividends and other cash returns received by any Loan Party after the date hereof from Greenfield Holdings, LLC or Integrated Manufacturing and Assembly L.L.C.; (l) the Disposition or contribution by the Borrower and certain of its domestic Subsidiaries of certain metals and electronics assets to its existing Subsidiaries consistent with the restructuring plan including in the financial projections; and (m) Swap Agreements permitted by Section 7.9; (n) Investments in Special Purpose Subsidiaries arising or made under Receivable Financing Transactions; (o) Permitted Acquisitions; and (p) in addition to Investments otherwise expressly permitted by this Section, Investments by the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 200,000,000 at any one time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any time.

Investments. Make any Investments, Investments except: (a) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term Investments; (b) loans and advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) 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, ; (b) investments in Cash Equivalents; (c) Indebtedness and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors Guarantee Obligations permitted by Section 7.02; (d) (i) loans and Investments in account debtors received in connection with a proceeding under advances to employees of any Debtor Relief Laws in settlement Group Member of the obligations Borrower in the ordinary course of account debtorsbusiness (including for travel, entertainment and relocation expenses) in an aggregate amount for all Group Members not to exceed $1,000,000 at any one time outstanding and (ii) additional loans or advances to newly-hired employees of any Group Member of the Borrower in the ordinary course of business for the purpose of paying relocation expenses of such employees in an aggregate amount not to exceed $1,000,000 at any time outstanding; (e) intercompany Investments by any Group Member in Holdings, the Borrower or any Subsidiary of the Borrower that, prior to such Investment, is a Guarantor; (f) Promissory notesSo long as no Event of Default shall have occurred and be continuing, earn-outs, other contingent payment obligations and other non-cash consideration received Investments by the Borrower or any of its Subsidiaries as partial payment in any Person that, prior to such Investment, is not a Guarantor; provided, that, the aggregate Investments made pursuant to this Section 7.07(f) (valued at cost net of returns on such Investments actually received in cash by the Loan Parties), when added to the sum of (A) the aggregate outstanding amount of all Indebtedness incurred pursuant to Section 7.02(b)(iv), (B) the aggregate outstanding amount of all Guarantee Obligations incurred pursuant to Section 7.02(c)(ii), (C) the aggregate net book value of the total consideration assets of any Disposition made in accordance with Loan Party subject to any merger, consolidation or amalgamation consummated pursuant to Section 7.04(f7.04(a)(iii), and (D) the aggregate net book value of assets of any Loan Party disposed of pursuant to Section 7.04(b)(ii), shall not exceed $30,000,000 at any one time; (g) Guarantees so long as (x) no Event of Default has occurred and is continuing under Section 8.01(a) or Section 8.01(f) or would result therefrom and (y) such Investment would be permitted under Section 7.06 if it were deemed a "Restricted Payment" (until repaid), short-term loans and advances (to be repaid in no more than 180 days) by (i) the Borrower to Holdings to permit Holdings (and Holdings shall be permitted) (A) to satisfy its obligation to repurchase its common stock pursuant to the ESOP Documentation from accounts allocated to participants in the ESOP upon the death, disability or termination of employment of such participants or upon the exercise by any such participant of his or her diversification rights under the ESOP Documentation, (B) to make loans to the ESOP to permit the ESOP to make loans to participants in the ESOP in accordance with the ESOP Documentation and (C) to provide funds to the ESOP to permit the ESOP to fund hardship distributions to participants in the ESOP in accordance with the ESOP Documentation and (ii) Holdings, the Borrower or any Subsidiary in respect of Indebtedness of to the Borrower ESOP to permit the ESOP (and the ESOP shall be permitted) to satisfy its or any SubsidiaryHoldings' obligations to repurchase common stock pursuant to the ESOP Documentation; (h) Investments comprised (including debt obligations) received in connection with the bankruptcy or reorganization of suppliers and customers and in settlement of delinquent obligations of, and other disputes with, customers and suppliers arising in the purchase ordinary course of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authoritiesbusiness; (i) Investments existing on non-cash consideration issued to the date hereof and set forth on Schedule 7.02Borrower or any of its Subsidiaries by the purchaser of assets in connection with a sale of such assets to the extent permitted by Section 7.05 in an aggregate amount not to exceed, in connection with all Asset Sales theretofore effected after the Closing Date, 25% of the aggregate fair market value of the property subject to such Asset Sales; (j) Investments in investment-grade issuers that are held by the Borrower or Guarantee Obligations of customary indemnities and insurance for directors and officers of any Subsidiary not longer than eighteen monthsGroup Member; and (k) other additional Investments not otherwise to the extent such Investment, together with all Restricted Payments made pursuant to Section 7.06(b)(iii), would be permitted hereunder and not exceeding under (x) Section 4.07(a) of the greater of (i) $50,000,000 Second Lien Note Indenture as in effect on the date hereof and (iiy) 2.5% Section 4.07(a) of Consolidated Tangible Assets, the First Lien Note Indenture as in effect on the aggregate at any timedate hereof.

Investments. Make Directly or indirectly, make or own any InvestmentsInvestment in any Person, including any Joint Venture, except: (a) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsCash and Cash Equivalents; (b) loans and advances to officers, directors and employees equity Investments owned as of the ClosingRestatement Effective Date in any Subsidiary and any Joint Venture and Investments made after the ClosingRestatement Effective Date in the Borrower or and any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesWholly-Owned Subsidiary Guarantor; (c) Investments of the Borrower (i) in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) 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 Investments Securities received in satisfaction or partial satisfaction thereof from financially troubled account debtors and (ii) deposits, prepayments and other credits to suppliers made in the ordinary course of business consistent with the past practices of the Loan Parties and their Subsidiaries; (d) intercompany loans to the extent permitted under Section 6.01(b) and other Investments in account debtors received Joint Ventures and Subsidiaries which are not Wholly-Owned Subsidiary Guarantors, provided that such Investments (including through intercompany loans and any Permitted Acquisition) made on or after the Restatement Effective Date in connection Joint Ventures and Subsidiaries other than Wholly-Owned Subsidiary Guarantors shall not exceed the aggregate amount of $50,000,000 at any time an aggregate amount $50,000,000.; (e) Investments consisting of Consolidated Capital Expenditures with a proceeding under any Debtor Relief Laws in settlement of respect to the obligations of account debtorsBorrower and the Guarantors permitted by(subject to Section 6.07(b)); (f) Promissory notes, earn-outs, other contingent payment obligations loans and other non-cash consideration received by the Borrower or any advances to employees of Holdings and its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)the ordinary course of business in an aggregate principal amount not to exceed $1,000,000 at any time; (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any SubsidiaryPermitted Acquisitions permitted pursuant to Section 6.08; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authoritiesdescribed in Schedule 6.06; (i) Investments existing on the date hereof and set forth on Schedule 7.02;consisting of Hedge Agreements; and (j) other Investments in investment-grade issuers that are held by an aggregate amount not to exceed (x) $10,000,00011,500,000 plus, (y) if the Borrower Leverage Ratio is less than or equal to 4.00:1.00, the then Available Amount, in each case, during the term of this Agreement. Notwithstanding the foregoing, in no event shall any Subsidiary not longer than eighteen months; and (k) other Investments Loan Party make any Investment which results in or facilitates in any manner any Restricted Junior Payment not otherwise permitted hereunder and not exceeding under the greater terms of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any timeSection 6.04.

Investments. Make The Borrower will not, and will not permit any of its Restricted Subsidiaries to, make any advance, loan, extension of credit (by way of Guarantee or otherwise) or capital contribution to, or purchase any Equity Interests, bonds, notes, debentures or other debt securities of, or any assets constituting a business unit of, or incur any Unrestricted Subsidiary Support Obligations with respect to, any other Person (all of the foregoing, “Investments, ”) except: (a) Investments held by the Borrower or such Subsidiary extensions of trade credit and credit to customers in the form ordinary course of cash, cash equivalents or other Short Term Investmentsbusiness; (b) Investments in cash and Cash Equivalents and Investments that were Cash Equivalents when made; (c) loans and advances to officersdirectors, directors employees and employees officers of the Borrower or any Restricted Subsidiary in the ordinary course of its Subsidiaries business (including for travel, entertainment and relocation expenses) in an aggregate principal amount for the Borrower and its Restricted Subsidiaries not to exceed $10,000,000 at any one time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (cd) Investments of made by the Borrower in or any Subsidiary and Investments of any Restricted Subsidiary in the Borrower or any Restricted Subsidiary; provided that the aggregate outstanding amount of Investments by Loan Parties in another Subsidiary; Non-Loan Parties pursuant to this clause (d) Permitted Acquisitionsshall not exceed $50,000,000 at any time; (e) any Investment existing on, or made pursuant to binding commitments existing on, the Restatement Effective Date and set forth on Schedule 6.11; (f) Investments consisting to the extent that payment for such Investments is made with Qualified Equity Interests of extensions the Borrower; provided that the issuance of credit such Equity Interests are not included in any determination of the nature of accounts receivable or Retained Excess Cash Flow Amount; (g) accounts, chattel paper and notes receivable arising from the grant sale or lease of trade credit goods or the performance of services in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised received in connection with the bankruptcy or reorganization of suppliers and customers and in settlement of delinquent obligations of, and other disputes with, suppliers and customers arising in the purchase ordinary course of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authoritiesbusiness; (i) Investments existing in an amount not to exceed at any one time outstanding the greater of $70,000,000 and 50.0% of Consolidated EBITDA of the Borrower and its Restricted Subsidiaries (calculated on a Pro Forma Basis) for the most recent Test Period ending prior to such date hereof and set forth on Schedule 7.02of determination for which financial statements have been delivered to the Lenders pursuant to Section 4.01 or 5.01 of this Agreement (or, prior to the initial delivery under this Agreement, of the Original Credit Agreement); (j) Investments in investment-grade issuers that are held arising out of the receipt by the Borrower or any a Restricted Subsidiary not longer than eighteen months; andof noncash consideration for the sale of assets permitted under Section 6.04; (k) lease, utility and other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, similar deposits in the aggregate at any time.ordinary course of business; (l) [reserved]; (m) Investments in an amount not to exceed the portion of the Retained Excess Cash Flow Amount on the date of such election that the Borrower elects to apply to this Section 6.11(m) in a written notice of a Responsible Officer thereof, which notice shall set forth the Retained Excess Cash Flow Amount (and the calculation thereof in reasonable detail) immediately prior to such election and the amount thereof elected to be so applied; provided that after giving effect thereto no Event of Default shall have occurred and be continuing; and

Investments. Make Borrower will not, and will not permit any InvestmentsCredit Party to, purchase, hold or acquire (including pursuant to any merger with any Person that was not a Wholly-Owned Subsidiary prior to such merger) any capital stock, evidences of indebtedness or other securities (including any option, warrant or other right to acquire any of the foregoing) of, make or permit to exist any loans or advances to, Guarantee any obligations of, or make or permit to exist any investment or any other interest in, any other Person, or purchase or otherwise acquire (in one transaction or a series of transactions) (x) all or substantially all of the property and assets or business of another Person or (y) any assets of any other Person constituting a business unit, except: (a) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term Permitted Investments; (b) loans investments by Borrower and advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesthe Capital Stock of its Restricted Subsidiaries that are Guarantors; (c) Investments of the loans or advances made by Borrower in to any Restricted Subsidiary and made by any Subsidiary and Investments of any Subsidiary in the to Borrower or in another Subsidiaryany other Restricted Subsidiary that is a Guarantor; (d) Permitted AcquisitionsGuarantees constituting Debt permitted by Section 5.1; (e) Investments investments consisting of extensions of credit in Swap Contracts to the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding extent permitted under any Debtor Relief Laws in settlement of the obligations of account debtorsSection 5.6; (f) Promissory notes, earn-outs, other contingent payment obligations loans or advances to employees in the Ordinary Course of Business in an aggregate amount for all employees of Borrower and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment not in excess of the total consideration of $750,000 at any Disposition made in accordance with Section 7.04(f)one time outstanding; (g) Guarantees trade credits and accounts arising in the Ordinary Course of Business; (h) investments made as a result of the receipt of non-cash considerations from a disposition that was made pursuant to and in compliance with this Agreement; (i) investments made in any debtor of Borrower or any Restricted Subsidiary as a result of the receipt of stock, obligations or securities in settlement of debts created in the Ordinary Course of Business and owing to Borrower or any Restricted Subsidiary; (j) investments made pursuant to the requirements of farm-out, farm in, unit, joint operating, unit operating, joint venture, area of mutual interest and other oil and gas agreements, gathering systems, pipelines or other similar or customary arrangements entered into the Ordinary Course of Business (including advances to operators under operating agreements entered into by Borrower or any Subsidiary in respect the Ordinary Course of Indebtedness Business); provided that any such single investment in excess of $20,000,000 shall be approved by the Board of Directors of Borrower; (k) investments made in connection with the purchase, lease, or other acquisition of tangible assets of any Person and investments made in connection with the purchase, lease or other acquisition of all or substantially all of the business, of any Person, or all of the capital stock or other equity interests of any Person (provided that such Person becomes a Guarantor), or any division, line of business or business unit of any Person (including (i) by the merger or consolidation of such Person into Borrower or any SubsidiaryGuarantor or by the merger of a Restricted Subsidiary into such Person and (ii) the purchase of proved reserves); (hl) investments held by a Person acquired (including by way of merger, amalgamation or consolidation) after the Closing Date to the extent that such Investments comprised 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; (m) repurchase of Capital Stock deemed to occur upon exercise of stock options or warrants if such Capital Stock represents a portion of the exercise price or such options or warrants or the payment of withholding taxes through the issuance of Capital Stock; (n) the purchase of receivables from other energy marketers as required from time to time by one fractional shares arising out of stock dividends, splits or more applicable Governmental Authoritiescombinations or business combinations; (io) Investments existing any other investments in any Person having an aggregate fair market value (measured on the date hereof each such investment was made and set forth on Schedule 7.02without giving effect to subsequent changes in value), when taken together will all other investments made pursuant to this clause (o) do not exceed $5,000,000 outstanding at any time; (jp) Investments investments outstanding as of the Closing Date in investment-grade issuers that are held by Unrestricted Subsidiaries and listed on Schedule 5.8; (q) investments, loans, advances and acquisitions in exchange for, or out of the net cash proceeds from the sale of, Capital Stock of Borrower or any Subsidiary not longer than eighteen monthsissued after the Closing Date; (r) [reserved]; and (ks) other Investments not otherwise Dispositions permitted hereunder and not exceeding by Section 5.7 to the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any timeextent constituting Investments.

Investments. Make It will not, and will not permit any Investmentsof its Subsidiaries to, make, directly or indirectly, or permit to remain outstanding any Investments except: (a) Investments held by outstanding on the Borrower or such Subsidiary date hereof and identified in the form of cash, cash equivalents or other Short Term InvestmentsSchedule 9.05; (b) loans and advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesoperating deposit accounts with banks; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant sales of trade credit goods or services in the Ordinary Course of Business; (d) Permitted Cash Equivalent Investments; (e) Investments by Borrower or a Subsidiary in any Subsidiary Guarantor or any Subsidiary acquired in a Permitted Acquisition; (f) Hedging Agreements entered into in the ordinary course of business, Borrower’s financial planning solely to hedge interest rate risks (and Investments received not for speculative purposes) in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement respect of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)Permitted Indebtedness; (g) Guarantees Investments consisting of prepaid expenses, negotiable instruments held for collection or deposit, security deposits with utilities, landlords and other like Persons, and deposits in connection with workers compensation and similar deposits, in each case made in the Borrower or any Subsidiary in respect Ordinary Course of Indebtedness of the Borrower or any SubsidiaryBusiness; (h) Investments comprised of forgivable and non-forgivable employee loans, travel advances and guarantees in accordance with Borrower’s usual and customary practices with respect thereto (if permitted by applicable law) which in the purchase of receivables from aggregate shall not exceed $250,000 outstanding at any time (or the Equivalent Amount in other energy marketers as required from time to time by one or more applicable Governmental Authoritiescurrencies); (i) Investments existing on the date hereof received in connection with any Insolvency Proceedings in respect of any customers, suppliers or clients and set forth on Schedule 7.02in settlement of delinquent obligations of, and other disputes with, customers, suppliers or clients; (j) Investments as part of a Permitted Commercialization Arrangement, provided that the value of the cash and tangible property components of such Investment shall not exceed $2,500,000 in investment-grade issuers that are held the aggregate at any time outstanding (or such higher threshold as consented to by the Borrower or any Subsidiary Majority Lenders, such consent not longer than eighteen months; andto be unreasonably withheld) for all such Permitted Commercialization Arrangements taken together; (k) other Investments in an aggregate principal amount not otherwise permitted hereunder and not exceeding the greater of (i) to exceed $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate 250,000 at any timetime outstanding; and (l) Investments permitted under Section 9.03.

Investments. Make The Borrower will not, and will not permit any Investmentsof its Subsidiaries to, purchase, make, incur, assume or permit to exist any Investment in any other Person, except: (a) Investments held by existing on the Borrower or such Subsidiary Closing Date and identified in Item 7.2.5(a) of the form of cash, cash equivalents or other Short Term InvestmentsDisclosure Schedule; (b) Cash Equivalent Investments; (c) Investments received in connection with the bankruptcy or reorganization of, or settlement of delinquent accounts and disputes with, customers and suppliers, in each case in the ordinary course of business; (d) Investments consisting of any deferred portion of the sales price received by the Borrower or any Subsidiary in connection with any Disposition permitted under Section 7.2.10; (e) Investments by way of contributions to capital or purchases of Capital Securities (i) by the Borrower in any Subsidiaries or by any Subsidiary in other Subsidiaries; or (ii) by any Subsidiary in the Borrower; (f) Investments constituting (i) accounts receivable arising, (ii) trade debt granted, or (iii) deposits made in connection with the purchase price of goods or services, in each case in the ordinary course of business; (g) Investments by way of the acquisition of Capital Securities constituting Permitted Acquisitions permitted under clause (d) of Section 7.2.9; provided that, such Investments shall result in the acquisition of a wholly owned Subsidiary; (h) intercompany loans, advances or guaranties among the Borrower and its Subsidiaries, all to the extent permitted by clause (f) of Section 7.2.2 and clause (e) of this Section 7.2.5; (i) Capital Expenditures reasonably incurred in the ordinary course of business; (j) loans and or advances to officersemployees, officers or directors and employees in the ordinary course of business of the Borrower or any of its Subsidiaries, in each case only as permitted by Applicable Law, including Section 402 of the Sarbanes Oxley Act of 2002, but in any event not to exceed $115,000 in the aggregate at any time; (k) Investments in U.S. Persons (other than Obligors or any Person owning, controlling or managing, directly or indirectly an Obligor) that are not Subsidiaries in an aggregate amount not to exceed $10,000,000 1,150,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k1) other Investments (other than Investments made pursuant to the Equity Contribution) in an amount not otherwise permitted hereunder and not exceeding to exceed $1,150,000 over the greater term of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any time.this Agreement; provided that,

Investments. Make None of the Borrower or any Investmentsof the Subsidiaries will purchase, make, incur, assume or permit to exist any Investment in any other Person, except: (a) Investments held by existing on the Borrower or such Subsidiary Closing Date and identified in the form of cash, cash equivalents or other Short Term InvestmentsSchedule 8.5(a); (b) loans Cash Equivalent Investments; (c) Investments received in connection with the bankruptcy or reorganization of, or settlement of delinquent accounts and advances to officersdisputes with, directors customers and employees suppliers, in each case in the ordinary course of business; (d) Investments consisting of any deferred portion of the sales price received by the Borrower or any of its the Subsidiaries in connection with any Disposition permitted under Section 8.8; (e) Investments constituting (i) accounts receivable arising, (ii) trade debt granted, or (iii) deposits made, in each case of clauses (i) through (iii), in connection with the purchase price of goods or services, in each case in the ordinary course of business; (f) Permitted Acquisitions; (g) Investments by the Borrower or any Guarantor in the Borrower or any Guarantor; (h) Investments by the Borrower in any Subsidiary that is not a Guarantor, in an aggregate amount not to exceed $10,000,000 at any time outstanding, 500,000 for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesall such Investments; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (ei) Investments consisting of extensions the endorsement of credit negotiable instruments for deposit or collection or similar transactions in the nature ordinary course of accounts receivable business; (j) Investments consisting of (i) travel advances and employee relocation loans and other employee loans and advances in the ordinary course of business and (ii) loans to employees, officers or directors relating to the purchase of equity securities of the Borrower pursuant to employee stock purchase plans or agreements approved by the Borrower’s board of directors (or applicable committee thereof); provided that the aggregate of all such loans outstanding pursuant to this Section 8.5(j) may not exceed $250,000 at any time; (k) Investments (including debt obligations) received in connection with the bankruptcy or reorganization of customers or suppliers and in settlement of delinquent obligations of, and other disputes with, customers or suppliers arising in the ordinary course of business; (l) Investments consisting of notes receivable arising from the grant of trade of, or prepaid royalties and other credit extensions, to customers and suppliers who are not Affiliates, in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time an aggregate amount not to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen monthsexceed $250,000; and (km) other Investments in an aggregate amount not otherwise permitted hereunder and not exceeding to exceed $250,000 over the greater term of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any timethis Agreement.

Investments. Make Purchase or acquire (including pursuant to any Investmentsmerger with a person that is not a Subsidiary immediately prior to such merger) or hold any Equity Interests in, evidences of Indebtedness or other securities of, or make or hold any loans or advances to or Guarantees of the Indebtedness of any other Person (each, an “Investment”), except: (a) Investments held by existing on the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsEffective Date and listed on Schedule 6.01 annexed hereto; (b) loans and advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes;Investments among Borrowers (c) Investments of in accordance with the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another SubsidiaryApproved Budget; (d) Permitted Acquisitionsaccounts receivable, advances and prepayments and other trade credits made in the ordinary course of business; (e) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising resulting from the grant of trade credit pledges and deposits made in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notesInvestments (including debt obligations) received in connection with the bankruptcy or reorganization of suppliers and customers and in good faith settlement of delinquent obligations of, earn-outs, other contingent payment obligations and other non-cash consideration received by disputes with, customers and suppliers arising in the Borrower or any ordinary course of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)business; (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary[reserved]; (h) Investments comprised arising as a result of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental AuthoritiesA/R Securitization Facility; (i) Investments existing on the date hereof and set forth on Schedule 7.02[reserved]; (j) Investments to the extent they constitute Indebtedness permitted under Section 6.02; (k) Investments in investmentcash and cash equivalents or short-grade issuers that are held by term marketable debt securities, in each case entered into in the Borrower ordinary course of business; (l) consisting of production payments, royalties, dedications of reserves under supply agreements or any Subsidiary not longer than eighteen monthssimilar rights or interests granted, taken subject to, or otherwise imposed on properties with normal practices in the mining industry; (m) Investments resulting from pledges and deposits permitted under Section 6.03; (n) Investments in negotiable instruments deposited for collection and endorsements of negotiable instruments and documents, in each case entered into in the ordinary course of business; (o) Investments in respect of transactions permitted under Section 6.04; and (kp) deposits of cash or cash equivalents or short-term marketable securities to secure performance or other Investments not services and prepaid expenses or other prepaid obligations, in any event, made in the ordinary course of business and consistent with the Approved Budget or otherwise permitted hereunder and not exceeding the greater hereunder. The amount of any Investment, other than a Guarantee, shall be (i) $50,000,000 and the amount actually invested, as determined at the time of each such Investment, without adjustment for subsequent increases or decreases in the value of such Investment, minus (ii) 2.5% the amount of Consolidated Tangible Assetsdividends or distributions received in connection with such Investment and any return of capital and any payment of principal received in respect of such Investment that in each case is received in cash, cash equivalents or short-term marketable debt securities (not in excess of the amount of Investments originally made). The amount of any Guarantee shall be deemed to be an amount equal to the stated or determinable amount of the related primary obligation, or portion thereof, in respect of which such Guarantee is made or, if not stated or determinable, the aggregate at any timemaximum reasonably anticipated liability in respect thereof as determined by the guaranteeing Person in good faith.

Investments. Make None of the Borrower or any Investmentsof the Subsidiaries will purchase, make, incur, assume or permit to exist any Investment in any other Person, except: (a) Investments held by existing on the Borrower or such Subsidiary Closing Date and identified in the form of cash, cash equivalents or other Short Term InvestmentsSchedule 8.5(a); (b) loans and advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesCash Equivalent Investments; (c) Investments received in connection with the bankruptcy or reorganization of, or settlement of the Borrower delinquent accounts and disputes with, customers and suppliers, in any Subsidiary and Investments of any Subsidiary each case in the Borrower or in another Subsidiaryordinary course of business; (d) Permitted AcquisitionsInvestments consisting of any deferred portion of the sales price received by the Borrower or any of the Subsidiaries in connection with any Disposition permitted under Section 8.8; (e) Investments constituting (i) accounts receivable arising, (ii) trade debt granted, or (iii) deposits made in connection with the purchase price of goods or services, in each case in the ordinary course of business; (f) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit travel advances and employee relocation loans, and other employee loans and advances in the ordinary course of business, and Investments received not to exceed $100,000 in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under the aggregate outstanding at any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)given time; (g) Guarantees Investments consisting of loans to employees, officers, or directors relating to the purchase of equity securities of the Borrower or its Subsidiaries pursuant to employee stock purchase plans or agreements approved by the Borrower’s Board of Directors, not to exceed the aggregate amount of $250,000 in any Subsidiary in respect of Indebtedness of the Borrower or any SubsidiaryFiscal Year; (h) Investments comprised permitted pursuant to the definition of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental AuthoritiesPermitted Joint Ventures; (i) Investments existing on of the date hereof and set forth on Schedule 7.02Borrower, or of any Wholly-Owned Subsidiary, in any Wholly-Owned Subsidiary (including pursuant to a Permitted Acquisition) that is, at the time of such Investment, a Guarantor; (j) Permitted Acquisitions; (k) Investments in investment-grade issuers Subsidiaries that are held by not Guarantors, in an amount not to exceed, together with Investments in Permitted Joint Ventures, $5,000,000; (l) other Investments in an amount not to exceed $100,000 in the Borrower or aggregate outstanding at any Subsidiary not longer than eighteen monthsgiven time; and (km) other Investments any Investment which when made complies with the requirements of the definition of the term “Cash Equivalent Investment” may continue to be held notwithstanding that such Investment if made thereafter would not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any timecomply with such requirements.

Investments. Make any Investments, except: (a) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsCash Equivalents; (b) loans and advances to officers, directors and employees of the Borrower or any of its and Subsidiaries in an aggregate amount not to exceed $10,000,000 500,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition relocation and analogous ordinary business purposes; (c) Investments of the Borrower in any now existing or hereafter acquired wholly-owned Subsidiary and Investments of any Subsidiary in the Borrower or in another now existing or hereafter acquired wholly-owned Subsidiary; provided, however, that (i) in the case of any Investments in Lariat, the aggregate amount of such Investment shall not exceed (x) $1,000,000 less (y) the aggregate amount of Restricted Payments made to Lariat pursuant to Section 7.06(a) and (ii) in the case of an Investment constituting the acquisition from a third party of a Person which thereby becomes a wholly-owned Subsidiary, such Investment is permitted pursuant to another clause of this Section 7.02; (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and to the extent reasonably necessary in order to prevent or limit loss; (e) Investments in account debtors received Oil and Gas Properties (or in connection with a proceeding under any Debtor Relief Laws in settlement Persons substantially all of the obligations whose assets consist of account debtorsOil and Gas Properties and which become wholly-owned Subsidiaries pursuant to such Investment); (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received Guarantees permitted by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)7.03; (g) Guarantees Investments received in connection with bankruptcy or reorganization of, or settlement of delinquent accounts and disputes with, customers and suppliers, in each case in the Borrower or any Subsidiary in respect ordinary course of Indebtedness of the Borrower or any Subsidiarybusiness; (h) Investments comprised (including, without limitation, capital contributions) in general or limited partnerships or other types of entities (each a “venture”) entered into by the purchase Borrower or a Subsidiary with others in the ordinary course of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authoritiesbusiness; provided that (i) any such venture is engaged exclusively in oil and gas exploration, development, production, processing and related activities, including transportation, (ii) the interest in such venture is acquired in the ordinary course of business and on fair and reasonable terms and (iii) the aggregate net amount of such Investments after the date hereof does not exceed $15,000,000; (i) Investments existing on the date hereof and set forth on Schedule 7.02;in SageBrush Pipeline LLC in an aggregate amount not exceeding $7,500,000; and (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, 6,000,000 in the aggregate at in any timefiscal year of the Borrower.

Investments. Make Each of Holdings and the Borrower will not, and will not permit any Investmentsof its Subsidiaries to (or to enter into any agreement to), purchase, make, incur, assume or permit to exist any Investment in any other Person, except: (a) Investments held by of the Borrower or such Subsidiary and its Subsidiaries constituting accounts receivable arising in the form ordinary course of cashbusiness, cash equivalents trade debt granted in the ordinary course of business or other Short Term Investmentsdeposits made in connection with the purchase price of goods or services in the ordinary course of business; (b) Investments of the Borrower and its Subsidiaries in Cash Equivalents; (c) Guarantee Obligations permitted by Section 8.2; (d) Investments permitted as Capital Expenditures pursuant to Section 8.7; (e) loans and advances to officers, directors and employees of the Borrower or any Subsidiary of the Borrower in the ordinary course of business (including for travel, entertainment and relocation expenses) in an aggregate amount not to exceed $25,000 at any time outstanding; (f) Investments of the type described in clause (b) of the definition thereof (i) by the Borrower or any of its Subsidiaries in any Subsidiary Guarantor or (ii) by any Subsidiary in the Borrower; (g) the InfuSystem Acquisition; (h) Investments of the type described in clause (a) of the definition thereof by the Borrower in any Subsidiary Guarantor, to the extent such Investment is permitted as Indebtedness of such Subsidiary Guarantor pursuant to Section 8.2(f); (i) Investments existing on the Effective Date and identified in Item 8.8(i) of the Disclosure Schedule; and (j) in addition to Investments otherwise expressly permitted by this Section, Investments by the Borrower or any of its Subsidiaries in an aggregate amount (valued at cost) not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments 50,000 over the term of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any timethis Agreement.

Investments. Make Such Credit Party shall not, nor shall it permit any Investmentsof its Subsidiaries to, directly or indirectly, make any Acquisition or hold or make any Investment in any other Person, except: (a) Investments held by in existence on the Borrower or such Subsidiary in Effective Date and commitments to make Investments existing on the form of cash, cash equivalents or other Short Term InvestmentsEffective Date and listed on Schedule 7.03; (b) loans and advances to officers, directors and employees Investments consisting of non-cash consideration received in connection with a Disposition not prohibited by the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesLoan Documents; (c) Investments (i) received in connection with the bankruptcy or reorganization of customers and suppliers in the ordinary course of business or in settlement of delinquent obligations of, and other disputes with, customers or suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment and (ii) consisting of the Borrower in any Subsidiary and Investments purchase or acquisition of any Subsidiary securities from customers as a result of legal proceedings or regulatory requirements or settlements in the Borrower or in another Subsidiaryordinary course of business; (d) Permitted AcquisitionsInvestments consisting of Contingent Obligations permitted by Section 7.01 or Indebtedness permitted by Section 7.01; (e) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit Cash Equivalents and other assets to be used as collateral in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection accordance with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorsSection 7.02; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by Investments in Eligible Investments; provided that such Investments shall be made solely for investment purposes for the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees investment portfolio of the Borrower or any Subsidiary in respect of Indebtedness of accordance with its Investment Policy; (g) Investments by the Borrower or any Subsidiary in the Borrower or any Subsidiary; (h) Investments comprised security deposits or pledges held or made in the ordinary course of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authoritiesbusiness; (i) Investments existing on loans and advances in the date hereof and set forth on Schedule 7.02ordinary course of business to employees for moving, relocation, travel or business purposes, in each case subject to compliance with the Requirements of Law not to exceed $500,000 in the aggregate outstanding at any time; (j) Permitted Swap Obligations; (k) Permitted Acquisitions; (l) Investments in investment-grade issuers that are held by any Person acquired by the Borrower or any Subsidiary after the Effective Date or of any Person merged into the Borrower or merged, amalgamated or consolidated with a Subsidiary in connection with a Permitted Acquisition after the Effective Date to the extent that such Investments were not longer than eighteen monthsmade in contemplation of or in connection with such acquisition, merger or consolidation and were in existence on the date of such acquisition, merger or consolidation; (m) Repurchase Agreements and Repurchase Transactions; (n) extensions of trade credit, the leasing of any asset and the licensing or contribution of intellectual property pursuant to joint marketing arrangements with other Persons, in each case in the ordinary course of business; and (ko) other Investments not otherwise permitted hereunder and hereby in an aggregate amount expended not exceeding the greater of (i) $50,000,000 and (ii) 2.5to exceed 2.50% of Consolidated Tangible Assets, in the aggregate at Net Worth of the Borrower and its consolidated Subsidiaries (determined as of the date of the making of any timesuch Investment).

Investments. Make The Borrower shall not, either directly or indirectly, make or have outstanding any InvestmentsInvestment, except: (a) Investments held contributions by the Borrower to the capital of any Subsidiary or such Guarantor which has granted a first perfected security interest in all of its assets in favor of the Bank, or by any Subsidiary in to the form capital of cash, cash equivalents or any other Short Term Investmentsdomestic Wholly-Owned Subsidiary; (b) loans and advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesInvestments constituting Debt permitted by Section 9.1; (c) Cash Equivalent Investments of with the first Five Million and 00/100 Dollars ($5,000,000.00) Borrower in any Subsidiary and Investments of any Subsidiary in has to be held at the Borrower or in another SubsidiaryBank; (d) Permitted AcquisitionsPayroll accounts and certain other accounts held at other banking institutions not to exceed an aggregate amount of Two Hundred Thousand and 00/100 Dollars ($200,000.00); (e) Investments consisting in securities of extensions Account Debtors received pursuant to any plan of credit in reorganization or similar arrangement upon the nature bankruptcy or insolvency of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of such account debtors; (f) Promissory notesInvestments in any Subsidiary, earn-outsAffiliate or third party entity, other contingent payment obligations which is not either (a) Born Heaters Canada or (b) a Guarantor, shall be limited to an aggregate amount of Twelve Million and other non-cash consideration received by 00/100 Dollars ($12,000,000.00) as reported on the Borrower balance sheet of the Borrower. For purposes of this Section 9.3(f), Section 9.3(g) and Section 9.3(h) hereof, investments shall include accounts receivable, loans, guarantees, letters of credit or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)contingent liability used to support obligations, equity investments or advances; (g) Guarantees Using the definition of investments set forth in Section 9.3(f) hereof, investments in Born Heaters Canada (subject to the pledge of the Borrower assets of Born Heaters Canada to the Bank per Section 3.2(a)(i) hereof) or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary;Guarantor. (h) Investments comprised Subject to the aggregate limitations set forth in Section 9.3(f) hereof and using the definition of investments set forth in Section 9.3(f) hereof, investments in ARB ECUADOR shall be limited to Six Million and 00/100 Dollars ($6,000,000.00); investments, in ARB ARENDAL shall be limited to Eight Million and 00/100 Dollars ($8,000,000.00); and investments in any new foreign entity created after the purchase of receivables from other energy marketers as required from time Closing shall be limited to time by one or more applicable Governmental AuthoritiesFive Million and 00/100 Dollars ($5,000,000.00); (i) Investments existing on the date hereof and set forth on Schedule 7.02;Excess Cash to be invested in instruments rated at least A-l by Standard & Poor’s Ratings Services, a division of The ▇▇▇▇▇▇-▇▇▇▇ Companies, Inc. or P-l by ▇▇▇▇▇’▇ Investors Service, Inc.; and (j) Investments in investment-grade issuers Advances and/or loans to employees or shareholders up to Five Hundred Thousand and 00/100 Dollars ($500,000.00). provided, however, that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 any Investment which when made complies with the requirements of the definition of the term “Cash Equivalent Investment” may continue to be held notwithstanding that such Investment if made thereafter would not comply with such requirements; and (ii) 2.5% no Investment otherwise permitted by subsections (b) or (c) shall be permitted to be made if, immediately before or after giving effect thereto, any Event of Consolidated Tangible AssetsDefault or Unmatured Event of Default exists. If any Event of Default or Unmatured Event of Default exists, in then the aggregate Borrower must return Excess Cash invested pursuant to Section 9.3(i) to the Bank at any timethe request of the Bank.

Investments. Make None of the Borrower or any Investmentsof the Subsidiaries will purchase, make, incur, assume or permit to exist any Investment in any other Person, except: (a) Investments held by existing on the Borrower or such Subsidiary Closing Date and identified in the form of cash, cash equivalents or other Short Term InvestmentsSchedule 8.5(a); (b) loans Cash Equivalent Investments and advances any Investment which when made complies with the definition of the term “Cash Equivalent Investment” may continue to officersbe held notwithstanding that such Investment if made thereafter would not comply with such requirements; (c) Investments (including debt obligations) received in connection with the bankruptcy or reorganization of, directors or settlement of delinquent accounts and employees other disputes with, customers or suppliers, in each case in the ordinary course of business; (d) Investments consisting of any deferred portion of the sales price received by the Borrower or any of its the Subsidiaries in connection with any Disposition permitted under Section 8.8: (e) Investments constituting (i) accounts receivable arising, (ii) trade debt granted, or (iii) deposits made in connection with the purchase price of goods or services, in each case in the ordinary course of business; (f) Permitted Acquisitions and Investments acquired as a result of 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 prior to the date of such Permitted Acquisition; (g) Investments by the Borrower or any Guarantor in the Borrower or any Guarantor; (h) Repurchases of stock from former employees, directors, or consultants of Borrower under the terms of applicable repurchase agreements at the original issue price of such securities in an aggregate amount not to exceed $10,000,000 at 250,000 in any time outstandingfiscal year, for travelprovided no Event of Default has occurred, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesis continuing or would exist after giving effect to such repurchases; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (ei) Investments consisting of extensions loans not involving the net transfer on a substantially contemporaneous basis of credit cash proceeds to employees, officers or directors relating to the purchase of capital stock of Borrower pursuant to employee stock purchase plans or other similar agreements approved by Borrower’s Board of Directors, not to exceed $250,000 in the nature aggregate; (j) Investments consisting of accounts receivable or notes receivable arising from the grant of trade credit travel advances and employee relocation loans, and other employee loans and advances in the ordinary course of business, and Investments received not to exceed $100,000 in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under the aggregate outstanding at any Debtor Relief Laws in settlement of the obligations of account debtorsgiven time; (fk) Promissory notes, earn-outs, other contingent payment obligations and other Investments in non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)Guarantors not to exceed $750,000; (gl) Guarantees Cash Investments in joint ventures and strategic alliances in the ordinary course of business or approved by Borrower’s Board of Directors, provided that any such cash Investments by Borrower do not exceed $100,000 in the Borrower or aggregate in any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiaryfiscal year; (hm) Investments comprised consisting of security deposits with utilities, landlords and other like Persons made in the purchase ordinary course of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authoritiesbusiness; (in) Investments existing on consisting of the date hereof and set forth on Schedule 7.02; (j) Investments endorsement of negotiable instruments for deposit or collection or similar transactions in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen monthsordinary course of business; and (ko) other Investments in an amount not otherwise permitted hereunder and not exceeding to exceed $250,000 over the greater term of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any timethis Agreement.

Investments. Make any Investments, except: (a) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsCash Equivalents; (b) loans and advances to officers, directors and employees of the Borrower or any of its and Subsidiaries in an aggregate amount not to exceed $10,000,000 500,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition relocation and analogous ordinary business purposes; (c) Investments of the Borrower in any now existing or hereafter acquired wholly-owned Subsidiary and Investments of any Subsidiary in the Borrower or in another now existing or hereafter acquired wholly-owned Subsidiary; provided, however, that (i) in the case of any Investments in Lariat, the aggregate amount of such Investment shall not exceed (x) $1,000,000 less (y) the aggregate amount of Restricted Payments made to Lariat pursuant to Section 7.06(a) and (ii) in the case of an Investment constituting the acquisition from a third party of a Person which thereby becomes a wholly-owned Subsidiary, such Investment is permitted pursuant to another clause of this Section 7.02; (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and to the extent reasonably necessary in order to prevent or limit loss; (e) Investments in account debtors received Oil and Gas Properties (or in connection with a proceeding under any Debtor Relief Laws in settlement Persons substantially all of the obligations whose assets consist of account debtorsOil and Gas Properties and which become wholly-owned Subsidiaries pursuant to such Investment); (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received Guarantees permitted by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)7.03; (g) Guarantees Investments received in connection with bankruptcy or reorganization of, or settlement of delinquent accounts and disputes with, customers and suppliers, in each case in the Borrower or any Subsidiary in respect ordinary course of Indebtedness of the Borrower or any Subsidiarybusiness; (h) Investments comprised (including, without limitation, capital contributions) in general or limited partnerships or other types of entities (each a “venture”) entered into by the purchase Borrower or a Subsidiary with others in the ordinary course of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authoritiesbusiness; provided that (i) any such venture is engaged exclusively in oil and gas exploration, development, production, processing and related activities, including transportation, (ii) the interest in such venture is acquired in the ordinary course of business and on fair and reasonable terms and (iii) the aggregate net amount of such Investments after the date hereof does not exceed $10,000,000; (i) Investments existing on the date hereof and set forth on Schedule 7.02;in SageBrush Pipeline LLC in an aggregate amount not exceeding $7,500,000; and (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, 5,000,000 in the aggregate at in any timefiscal year of the Borrower.

Investments. Make The Borrower shall not, nor shall it permit any of its Subsidiaries to, make any investments in any equity or debt securities (issued by Persons other than the Borrower) or make any loan or advance to any Person, other than (collectively, “Permitted Investments, except:”): (a) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsCash Equivalents; (b) loans and advances to officers, directors and employees of Hedging Arrangements permitted under Section 6.12; (c) investments by the Borrower or any of its Subsidiaries in any Subsidiary of the Borrower; (d) investments by OpCo and its subsidiaries in the equity of any Receivables Entity, pursuant to a Permitted Receivables Financing in an aggregate amount not to exceed $10,000,000 75,000,000 at any one time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) Investments consisting investments received in connection with the bankruptcy or reorganization of, or settlement of extensions of credit delinquent accounts and disputes with, customers and supplies, in the nature of accounts receivable or notes receivable arising from the grant of trade credit each case in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received extensions of trade credit by the Borrower or any Group Members in the ordinary course of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)business; (g) Guarantees investments made as a result of the Borrower or any Subsidiary receipt of non‑cash consideration from dispositions in respect of Indebtedness of the Borrower or any Subsidiarycompliance with Section 6.01; (h) Investments comprised loans and advances made in the ordinary course of business to the purchase Borrower’s or any of receivables from other energy marketers as required from its Subsidiaries’ employees in an aggregate principal amount not to exceed $3,000,000 at any time to time by one or more applicable Governmental Authoritiesoutstanding; (i) Investments existing on Permitted Acquisitions by the date hereof and set forth on Schedule 7.02Borrower Group Members; (j) Investments in investment-grade issuers that are held additional investments by the Borrower Group Members so long as the aggregate amount invested, loaned or advanced does not exceed $10,000,000 in any Subsidiary not longer than eighteen monthsfiscal year; (k) additional investments so long as both before and after giving effect thereto (i) no Default or Event of Default has occurred and is continuing under Article VII(a), Article VII(b), Article VII(f), Article VII(g), Article VII(h) or Article VII(l) and (ii) the Borrower would be in compliance with the financial covenant in Section 5.12(a) on a Pro Forma Basis as of the relevant Test Period as though such investments had been consummated as of the first day of such Test Period; and (kl) other Investments not otherwise to the extent constituting investments, transactions permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assetsunder Section 6.01, in the aggregate at any timeSection 6.03, Section 6.04 or Section 6.06.

Investments. Make Purchase, hold, make or acquire any Investments, any other Person, except: (ai) (A) Investments by Holdings, the Borrower and the Subsidiaries existing on the date hereof in the Equity Interests of the Borrower and the Subsidiaries and (B) additional Investments by Holdings, the Borrower and the Subsidiaries in the Equity Interests of the Borrower and the Subsidiaries; provided that (x) any such Equity Interests (other than Excluded Equity) held by a Loan Party shall be pledged pursuant to the Borrower Guarantee and Collateral Agreement (subject to the limitations and exclusions referred to therein) and (y) the aggregate amount of Investments made by Loan Parties after the date hereof in Subsidiaries that are not Loan Parties (determined without regard to any write downs or write-offs of such Subsidiary Investments), when combined with the aggregate amount of loans and advances made by Loan Parties to Subsidiaries or joint ventures that are not Loan Parties pursuant to Section 6.04(iii) and the aggregate amount of Contingent Obligations of Loan Parties with respect to Indebtedness of Subsidiaries and joint ventures that are not Loan Parties pursuant to Section 6.01(ix)(C), in each case without duplication, shall not exceed the form of cash, cash equivalents or other Short Term Permitted Non-Loan Party Investment Amount; (ii) Permitted Investments; (biii) loans or advances made by any Loan Parties or their Subsidiaries to any other Loan Party (except with respect to Section 6.01(xxiv), other than Holdings), Subsidiary or a Subsidiary of a Loan Party or joint ventures thereof; provided that the aggregate amount of such loans and advances made by Loan Parties to officersSubsidiaries or joint ventures that are not Loan Parties (determined without regard to any write-downs or write-offs of such loans and advances), directors and employees of when combined with the Borrower or any of its Subsidiaries in an aggregate amount of Investments made by Loan Parties after the date hereof in Subsidiaries or joint ventures that are not Loan Parties pursuant to Section 6.04(i) and the aggregate amount of Contingent Obligations of Loan Parties with respect to Indebtedness of Subsidiaries and joint ventures that are not Loan Parties pursuant to Section 6.01(ix)(C), in each case without duplication, shall not exceed $10,000,000 the Permitted Non-Loan Party Investment Amount at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition outstanding and analogous ordinary business purposesshall be evidenced by a promissory note to the extent required by the Guarantee and Collateral Agreement; (civ) Investments received in connection with the bankruptcy or reorganization of, or settlement of the Borrower delinquent accounts and disputes with, customers and suppliers, in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit each case in the ordinary course of business; (v) Holdings, the Borrower and its Subsidiaries may make loans and advances in the ordinary course of business (including for travel, entertainment and relocation expenses) to their respective officers, directors and employees so long as the aggregate principal amount thereof at any time outstanding (determined without regard to any write-downs or write-offs of such loans and advances) shall not exceed $500,000; (vi) the Borrower and its Subsidiaries may enter into Hedging Agreements that are not speculative in nature; (vii) the Borrower and any Subsidiary may acquire all or substantially all the assets of a Person or line of business of such Person, or not less than 90% of the Equity Interests (other than directors’ qualifying shares) of a Person (referred to herein as the “Acquired Entity”) provided that (I) the Borrower shall comply, and shall cause the Acquired Entity to comply (in each case, to the extent applicable), with the applicable provisions of Section 5.12 and the Security Documents and (II) such transactions meet the following criteria (or such criteria is waived) in one of the three clauses of (A), (B) and (C) below (any acquisition of an Acquired Entity meeting all the criteria in one of clauses of (A), (B) and (C) (or having any such criteria waived) of this Section 6.04(vii) being referred to herein as a “Permitted Acquisition”): (A) Other than an acquisition satisfying the criteria set forth in clause (B) or clause (C), such acquisition satisfies the following: (i) no Default or Event of Default exists at the time of such acquisition or would exist immediately after giving effect to such acquisition; (ii) the Consolidated Leverage Ratio shall not be greater than 0.74 to 1 on a pro forma basis after giving effect to such acquisition; and (iii) the Borrower shall have delivered a certificate of a Financial Officer, certifying as to compliance with paragraphs (A)(i) and (A)(ii) of this Section 6.04(vii) and containing reasonably detailed calculations in support of paragraph (A)(ii) of this Section 6.04(vii); (B) such acquisition is funded solely with the Equity Interests of Holdings or proceeds from any issuance of Equity Interests by Holdings (in each case, not constituting Disqualified Stock); or (C) such acquisition is funded with cash or Permitted Investments of Holdings, the Borrower or any Subsidiary, and both (a) no Default or Event of Default exists at the time of such acquisition or would exist immediately after giving effect to such acquisition and (b) immediately after giving effect to such acquisition and the use of any cash or Permitted Investments of Holdings, the Borrower or any Subsidiary for such acquisition, Liquidity shall not be less than $3,000,000; (viii) Contingent Obligations permitted by Section 6.01; (ix) prepaid expenses or lease, utility and other similar deposits, in each case made in the ordinary course of business; (x) Investments consisting of any deferred portion (including promissory notes and non cash consideration) of the sales price received by Holdings, the Borrower or any Subsidiary in connection with any Disposition permitted hereunder; (xi) advances of payroll payments to employees, officers, directors and managers of Holdings, the Borrower and any Subsidiaries in the ordinary course of business; (xii) extensions of trade credit or the holding of receivables in the ordinary course of business and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments other credits to suppliers in the ordinary course of business or pursuant to any plan of reorganization or liquidation or similar arrangement upon the bankruptcy or insolvency of such account debtors received or suppliers; (xiii) the Borrower and its Subsidiaries may endorse negotiable instruments and other payment items for collection or deposit in the ordinary course of business or make lease, utility and other similar deposits in the ordinary course of business; (xiv) Investments of any Person that becomes (or is merged or consolidated or amalgamated with) a Subsidiary of the Borrower on or after the date hereof on the date such Person becomes (or is merged or consolidated or amalgamated with) a Subsidiary of the Borrower; provided that (i) such Investments exist at the time such Person becomes (or is merged or consolidated or amalgamated with) a Subsidiary, and (ii) such Investments are not made in anticipation or contemplation of such Person becoming (or merging or consolidating or amalgamated with) a Subsidiary; (xv) advances in connection with a proceeding under any Debtor Relief Laws purchases of goods or services in settlement the ordinary course of the obligations of account debtorsbusiness; (fxvi) Promissory notesInvestments to the extent that payment for such Investments is made solely with Qualified Capital Stock of Holdings or Equity Interests of any direct or indirect parent company of Holdings; and (xvii) Investments consisting of good faith deposits made in accordance with Section 6.02(xviii); (xviii) (i) Investments outstanding on the Closing Date and identified on Schedule 6.04 and (ii) Investments consisting of any modification, earn-outsreplacement, renewal, reinvestment or extension of any Investment described in clause (i) above; provided that the amount of any Investment permitted pursuant to this clause (ii) 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 pursuant to another Investment otherwise permitted by this Section 6.04; (xix) promissory notes or other contingent payment obligations and of directors (or comparable position), officers or other non-employees of a Loan Party or any of its Subsidiaries acquired in the ordinary course of business in connection with such directors’ (or comparable position), officers’ or employees’ acquisition of Equity Interests in such Loan Party or such Subsidiary (to the extent such acquisition is permitted under this Agreement), (A) so long as no cash consideration received is advanced by the Borrower or any of its Subsidiaries as partial payment of the total consideration of that are Loan Parties in connection with such Investment or (B) if paid in cash, in an aggregate amount not to exceed $1,000,000 at any Disposition made in accordance with Section 7.04(f)time outstanding; (gxx) Guarantees any Loan Party or any of its Subsidiaries may make a loan that could otherwise be made as a distribution permitted under Section 6.06 (with a commensurate dollar-for-dollar reduction of their ability to make additional distributions under such Section); provided that any such loan made by a Loan Party and shall be evidenced by a promissory note and pledged to the Collateral Agent to the extent required by the Guarantee and Collateral Agreement; (xxi) Investments to the extent constituting the reinvestment of the Borrower Net Asset Sale Proceeds arising from any Asset Sale or Net Insurance/Condemnation Proceeds arising from any Subsidiary Casualty Event to repair, replace or restore any property in respect of Indebtedness which such proceeds were paid or to reinvest in other properties or assets that are used or are otherwise useful in the business of the Borrower or any SubsidiaryLoan Parties and their Subsidiaries; (hxxii) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen monthsRunbook Acquisition; and (kxxiii) other (xxii) in addition to Investments not otherwise permitted hereunder and not exceeding the greater of by paragraphs (i) $50,000,000 through (xxi) above, additional Investments by the Borrower and (ii) 2.5% of Consolidated Tangible Assets, in the Subsidiaries so long as the aggregate at amount invested pursuant to this paragraph (xxii) (determined without regard to any timewrite-downs or write-offs of such Investments, but net of cash returns thereon) does not exceed $1,500,000.

Investments. Make any Investments, except: (a) Investments held by the Borrower Holdings or such any Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsCash Equivalents; (b) loans and advances to officers, directors and employees Investments existing as of the Borrower or any of its Subsidiaries Closing Date and set forth in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesSchedule 8.02; (c) Investments of the Borrower (i) in any Person that is a Loan Party, (ii) by Holdings and its wholly-owned Domestic Subsidiaries in and to Holdings and its wholly-owned Domestic Subsidiaries, (iii) by any Domestic Subsidiary and Investments of that is not a Guarantor or any Foreign Subsidiary in Holdings or any Subsidiary, foreign or domestic and (iv) by any Loan Party in and to any Domestic Subsidiary that is not a Guarantor, any Foreign Subsidiary or any joint venture to the Borrower or in another Subsidiaryextent permitted by Section 8.02(g); (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments to the extent reasonably necessary in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorsorder to prevent or limit loss; (e) Guarantees permitted by Section 8.03; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)Permitted Acquisitions; (g) Guarantees Investments made after the Closing Date in (i) Domestic Subsidiaries that are not Guarantors, (ii) Foreign Subsidiaries and (iii) joint ventures; provided, however, that the aggregate amount of all such Investments (on a cost basis but net of principal returns made to any Loan Party) made by Loan Parties pursuant to this clause (g) shall not exceed the Borrower or positive difference, if any, of (1) an amount equal to the greater of (A) ten percent (10%) of Consolidated Total Assets and (B) $150,000,000 and (2) the aggregate Net Cash proceeds used from the Closing Date to the date of such Investment to make Investments pursuant to this clause (g); provided, however, that after giving effect thereto in any Subsidiary in respect such case, (A) the Consolidated Net Secured Leverage Ratio shall be less than 2.25:1.0 on a Pro Forma Basis and (B) Holdings and its Subsidiaries will have minimum Liquidity of Indebtedness of the Borrower or any Subsidiarynot less than $50,000,000; (h) Investments comprised to the extent not prohibited by applicable Law, loans or advances to officers, directors and employees of Holdings and its Subsidiaries made in the ordinary course of business, (i) for travel, entertainment, relocation and other ordinary business purposes, (ii) so long as no Default or Event of Default has occurred and is continuing, in connection with such Person’s purchase of receivables from other energy marketers as required from Capital Stock and Capital Stock Equivalents of Holdings in an aggregate principal amount not to exceed $10,000,000 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 time by one or more applicable Governmental Authoritiesexceed $5,000,000; (i) Investments existing on the date hereof by Foreign Subsidiaries in Holdings and set forth on Schedule 7.02any of its Subsidiaries (including other Foreign Subsidiaries); (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; andmade as part of Securitization Transaction permitted pursuant to Section 8.03(i); (k) Investments representing non-cash consideration received in connection with any Disposition permitted hereunder; (l) Investments by any Foreign Subsidiary in any joint venture outside of the United States; (m) Investments in Swap Contracts permitted under Section 8.03; (n) Investments (including debt obligations, Capital Stock and Capital Stock Equivalents) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment; (o) advances of payroll payments to employees in the ordinary course of business; (p) Investments to the extent that payment for such Investments is made solely with Capital Stock and Capital Stock Equivalents of Holdings; (q) Investments made to repurchase or retire Capital Stock and Capital Stock Equivalents of Holdings owned by any employee stock ownership plan or key employee stock ownership plan of Holdings; (r) other Investments in the aggregate at any time (on a cost basis, but net of principal returns) not otherwise permitted hereunder and not exceeding to exceed an amount equal to the greater sum of (i) $50,000,000 and 75,000,000 plus (ii) 2.5% of Consolidated Tangible Assets, in the amount available for distribution under Section 8.06(g) without giving effect to Section 8.06(g)(iii) minus (iv) the aggregate at amount of Restricted Payments made after the Closing Date pursuant to Section 8.06(g); provided, however, that after giving effect thereto in any timesuch case, Holdings and its Subsidiaries will have minimum Liquidity of not less than $50,000,000 and (s) Investments consisting of Liens, Indebtedness, fundamental changes, Dispositions and Restricted Payments permitted under Sections 8.01, 8.03, 8.04, 8.05 and 8.06, respectively.

Investments. Make The Borrowers and the Subsidiary Guarantors shall not, nor shall they permit any Investments, of their Subsidiaries to make or own any Investment in any Person except: (a) Investments held by the Borrower Cash or such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsCash Equivalents; (b) loans and advances to officers, directors and employees (i) equity Investments owned as of the Borrower or Closing Date in any of its Subsidiary and (ii) Investments made after the Closing Date in Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesthat are Loan Parties; (c) Investments of the Borrower (i) constituting deposits, prepayments and other credits to suppliers, (ii) made in any Subsidiary connection with obtaining, maintaining or renewing client and Investments of any Subsidiary customer contracts and (iii) in the Borrower or form of advances made to distributors, suppliers, licensors and licensees, in another Subsidiaryeach case, in the ordinary course of business; (d) Permitted AcquisitionsInvestments (i) by any Subsidiary that is not a Loan Party in any other Subsidiary that is not a Loan Party and (ii) by either Borrower or any Subsidiary Guarantor in any Subsidiary that is not a Loan Party so long as, in the case of this clause (ii), the aggregate amount of any such Investments outstanding at any time does not exceed $1,000,000; (e) Investments in any Subsidiary in respect of netting services, overdraft protections, automated clearing-house arrangements, employee credit card programs and similar arrangements and otherwise in connection with Cash management and Deposit Accounts, including, for the avoidance of doubt, to the extent constituting Investments, intercompany obligations of the Loan Parties or any of their Subsidiaries in connection with Cash management operations with respect to such Subsidiaries, in each case in the ordinary course of business and consistent with past practice and consistent with the Approved Budget (subject to permitted variances); (f) Investments existing on, or contractually committed to as of, the Closing Date and described in Schedule 6.07 and any modification, replacement, renewal or extension thereof so long as any such modification, renewal or extension thereof does not increase the amount of such Investment except by the terms thereof or as otherwise permitted by this Section 6.07; (g) Investments received in lieu of Cash in connection with any asset sale permitted by Section 6.08; (h) [Reserved]; (i) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments consisting of Indebtedness permitted under Section 6.01 (other than Indebtedness permitted under Sections 6.01(b) and (h)), Permitted Liens and mergers, consolidations or asset sales or dispositions permitted by Section 6.08 (other than Section 6.08(a) (if made in investmentreliance on sub-grade issuers that are held clause (ii)(y)), Section 6.08(b) (if made in reliance on clause (ii)) and Section 6.08(c)(i) (if made in reliance on the proviso therein) and Section 6.08(g)); (k) Investments in the ordinary course of business consisting of endorsements for collection or deposit and customary trade arrangements with customers; (l) Investments (including debt obligations and Capital Stock) received (i) in connection with the bankruptcy or reorganization of any Person (other than a Subsidiary), (ii) in settlement of delinquent obligations of, or other disputes with, customers, suppliers and other financially troubled account debtors arising in the ordinary course of business and/or (iii) upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment; (m) Subject to Section 6.19, if applicable, loans and advances of payroll payments or other compensation to employees, officers, directors, consultants or independent contractors of any Holding Company (to the extent attributable to the ownership or operation of the Borrower Agent and its Subsidiaries), the Borrower Agent or any Subsidiary in the ordinary course of business; (n) [Reserved]; (o) [Reserved]; (p) [Reserved]; (q) Investments made after the date hereof by the Borrower Agent and its Subsidiaries in an aggregate principal amount at any time outstanding not to exceed $1,000,000; (r) To the extent constituting an Investment, payments made after the date hereof by the Borrower Agent and its Subsidiaries pursuant to Section 6.22(a), (c) and (d); (s) Guarantees of leases (other than Capital Leases) or of other obligations not constituting Indebtedness, in each case in the ordinary course of business consistent with past practice; (t) Investments in Holdings in amounts and for purposes for which Restricted Payments to Holdings are permitted under Section 6.05(a); provided that any Subsidiary not longer than eighteen monthssuch Investments made as provided above in lieu of such Restricted Payments shall reduce availability under any applicable Restricted Payment basket under Section 6.05(a); (u) [Reserved]; (v) Investments under any Derivative Transactions permitted to be entered into under Section 6.01; and (kw) other Investments not otherwise permitted hereunder loans or advances in favor of franchisees of the Borrowers and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, their respective Subsidiaries made in the ordinary course of business in accordance with the Approved Budget and in an aggregate principal amount not to exceed $1,250,000 at any timeone time outstanding.

Investments. Make It will not, and will not permit any Investmentsof its Subsidiaries to, make, directly or indirectly, or permit to remain outstanding any Investments except: (a) Investments held by outstanding on the Borrower date hereof and identified in Schedule 9.05 and any modification, replacement, renewal or such Subsidiary in extension thereof to the form of cash, cash equivalents extent not involving new or other Short Term additional Investments; (b) loans and advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesoperating deposit accounts with banks; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant sales of trade credit goods or services in the Ordinary Course of Business; (d) Permitted Cash Equivalent Investments; (e) (i) Investments consisting of 100% of the ownership of the Equity Interests of its Subsidiaries, (ii) Investments by the Borrower or any Subsidiary consisting of 100% of the ownership of the Equity Interests of the Person acquired in connection with a Permitted Acquisition and (iii) intercompany Investments by the Borrower or its Subsidiaries in a Subsidiary that is a Guarantor or by any Subsidiary of Borrower in Borrower; (f) Hedging Agreements entered into in the ordinary course of business, any Obligor’s financial planning solely to hedge interest rate risks (and Investments received not for speculative purposes) in satisfaction or partial satisfaction thereof from financially troubled account debtors respect of Permitted Indebtedness and Investments in account debtors received an aggregate amount for all such Hedging Agreements not in connection with a proceeding under any Debtor Relief Laws in settlement excess of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)$750,000; (g) Guarantees Investments consisting of prepaid expenses, negotiable instruments held for collection or deposit, security deposits with utilities, landlords and other like Persons, and deposits in connection with workers’ compensation and similar deposits, in each case made in the Borrower or any Subsidiary in respect Ordinary Course of Indebtedness of the Borrower or any SubsidiaryBusiness; (h) Investments comprised received in connection with any Insolvency Proceedings in respect of the purchase any customers, suppliers or clients and in settlement of receivables from delinquent obligations of, and other energy marketers as required from time to time by one disputes with, customers, suppliers or more applicable Governmental Authoritiesclients; (i) Investments existing on the date hereof and set forth on Schedule 7.02permitted pursuant to Section 9.03; (j) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions, to customers and suppliers who are not Affiliates, in investment-grade issuers the Ordinary Course of Business; provided that are held by this paragraph shall not apply to Investments of the Borrower in any Subsidiary; (k) Investments consisting of (i) travel advances and employee relocation loans and other employee loans and advances in the Ordinary Course of Business, and (ii) loans to employees, officers or directors relating to the purchase of equity securities of the Borrower or its Subsidiaries pursuant to employee stock purchase plans or agreements approved by the Borrower’s board of directors in an aggregate amount not to exceed $500,000 for subclauses (i) and (ii) in any Subsidiary fiscal year; (l) so long as no Event of Default has occurred and is continuing, Investments by any Obligor in another Obligor; (m) so long as no Default Event of Default shall have occurred and is continuing at the time of such Investment, Investments by Borrower in the Securities Subsidiary, so long as the aggregate amount of cash and Permitted Cash Equivalent Investments held by Borrower is not longer less than eighteen months(i) prior to the Tranche B Term Loan Borrowing Date, $12,500,000 and (ii) on and after the Tranche B Term Loan Borrowing Date, $20,000,000; and (kn) so long as no Default or Event of Default shall have occurred and is continuing at the time of such Investment, or after giving effect thereto, other Investments in an amount not otherwise permitted hereunder and not exceeding the greater of (i) to exceed $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, 500,000 in the aggregate at any timefiscal year.

Investments. Make The Borrower will not, nor will it permit any Investmentsother Loan Party to, acquire, make or enter into, or hold, any Investments except: (a) Investments Cash, Cash Equivalents, Specified Money Market Securities, and U.S. Government and Agency Securities held by the Borrower or such Subsidiary in the form of cash, cash equivalents or securities and deposit accounts with banks and other Short Term Investmentsfinancial institutions; (b) loans rights to acquire U.S. Government and advances Agency Securities “to officers, directors be announced” (“TBAs”) (it being understood that such TBAs are not U.S. Government and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesAgency Securities until Delivered); (c) Investments of by the Borrower in any and the Subsidiary and Investments of any Subsidiary Guarantors in the Borrower or in another Subsidiaryand the Subsidiary Guarantors; (d) Permitted AcquisitionsHedging Agreements entered into in the ordinary course of any Loan Party’s financial planning and not for speculative purposes; (e) Investments consisting of extensions of credit by the Borrower and its Subsidiaries (including investments in Financing Subsidiaries, Controlled Foreign Corporations and Consolidated Managed Funds) to the extent such Investments are permitted under the Investment Company Act and the Investment Policy; provided that, if any such Investment is not included in the nature Term Loan First Priority Collateral, then after giving effect to such Investment (and any concurrent acquisitions of accounts receivable or notes receivable arising from the grant of trade credit Investments in the ordinary course Term Loan First Priority Collateral or payment of businessoutstanding Loans), and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement either (A) the Borrowing Base equals at least 150% of the obligations Covered Debt Amount after giving effect to such Investment; or (B) (x) the Borrowing Base equals at least 110% of account debtorsthe Covered Debt Amount and (y) the ratio of the Borrowing Base to the Covered Debt Amount after giving effect to such Investment is not less than immediately prior to such Investment; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries Investments existing as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f);Effective Date; and (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) additional Investments comprised of the purchase of receivables from other energy marketers as required from time up to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and but not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, 75,000,000 in the aggregate at any timetime outstanding. For purposes of clause (g) of this Section, the aggregate amount of an Investment at any time shall be deemed to be equal to (A) the aggregate amount of Cash, together with the aggregate fair value of property, loaned, advanced, contributed, transferred or otherwise invested that gives rise to such Investment (calculated at the time such Investment is made) minus (B) the aggregate amount of dividends, distributions or other payments received in Cash in respect of such Investment; provided that, in no event shall the aggregate amount of such Investment be deemed to be less than zero; the amount of an Investment shall not in any event be reduced by reason of any write‑off of such Investment nor increased by any increase in the amount of earnings retained in the Person in which such Investment is made that have not been dividended, distributed or otherwise paid out.

Investments. Make any Investments, except:except (subject in all respects to the Orders): (a) Investments held by the Borrower or such any Subsidiary in the form of cash, cash equivalents or other Short Term Investmentsassets that were Cash Equivalents when such Investment was made; (b) loans and or advances to officers, directors directors, managers, partners and employees of the Borrower or any of its the Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for reasonable and customary business-related travel, entertainment, relocation, payroll, office equipment, tuition customary fringe benefits and analogous ordinary business purposes; (c) Investments asset purchases (including purchases of inventory, supplies and materials) or the Borrower non-exclusive licensing or contribution of intellectual property pursuant to joint marketing arrangements with other Persons, in any Subsidiary and Investments of any Subsidiary each case in the Borrower or in another Subsidiaryordinary course of business; (d) Permitted AcquisitionsInvestments by any Credit Party in any other Credit Party; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments other credits to suppliers in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement the ordinary course of the obligations of account debtorsbusiness; (f) Promissory notesInvestments consisting of L▇▇▇▇, earn-outsIndebtedness, fundamental changes, Dispositions and Restricted Payments (other contingent payment obligations than, in each case, by reference to this Section 7.02) permitted under Section 7.01, Section 7.03, Section 7.04, Section 7.05 and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)7.06, respectively; (g) Guarantees Investments existing on the Closing Date and set forth on Schedule 7.02; (h) Investments in Swap Contracts permitted under Section 7.03(g); (i) promissory notes and other noncash consideration received in connection with Dispositions permitted by Section 7.05; (j) [reserved]; (k) [reserved]; (l) Investments in the ordinary course of business consisting of endorsements for collection or deposit and customary trade arrangements with customers consistent with past practices; (m) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment; (n) [reserved]; (o) advances of payroll payments to employees in the ordinary course of business; (p) [reserved]; (q) [reserved]; and (r) Guarantee Obligations of the Borrower or any Subsidiary in respect of Indebtedness leases (other than Capitalized Leases) or of other obligations that do not constitute Indebtedness, in each case entered into in the Borrower or ordinary course of business. If any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing Investment is made in any Person that is not a Subsidiary on the date hereof of such Investment and such Person subsequently becomes a Subsidiary, such Investment shall thereupon be deemed to have been made pursuant to Section 7.02(d) and to not have been made pursuant to any other clause set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any timeabove.

Investments. Make any Investments, except: (a) Investments held by the Borrower such Loan Party or such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsCash Equivalents; (b) loans and advances to officers, directors and employees Investments existing as of the Borrower or any of its Subsidiaries Closing Date and set forth in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesSchedule 8.02; (c) Investments consisting of the Borrower advances or loans to directors, officers, employees, agents, customers or suppliers in any Subsidiary and an aggregate principal amount (including Investments of such type set forth in Schedule 8.02) not to exceed $30,000,000 at any Subsidiary in the Borrower or in another Subsidiarytime outstanding; (d) Permitted AcquisitionsInvestments in any Person which is a Loan Party prior to giving effect to such Investment; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments to the extent reasonably necessary in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorsorder to prevent or limit loss; (f) Promissory notesGuarantees constituting Indebtedness permitted by Section 8.03 (other than Section 8.03(c)), earn-outs, other contingent payment obligations and other non-cash consideration received by to the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)extent such Guarantees also constitute Investments; (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary[Reserved]; (h) Investments comprised consisting of an Acquisition by the Borrower or any Subsidiary of the Borrower and (without double‑counting for purposes of determining compliance with the numerical limit applicable hereunder) Investments in Wholly‑Owned Subsidiaries to enable such Subsidiaries to make such Acquisitions; provided that (i) the Property acquired (or the Property of the Person acquired) in such Acquisition is used or useful in the same or a similar line of business as the Borrower and its Subsidiaries were engaged in on the Closing Date (or any reasonable extensions or expansions thereof); (ii) in the case of an Acquisition of the Capital Stock of another Person, the board of directors (or other comparable governing body) of such other Person shall have duly approved such Acquisition; (iii) if the aggregate purchase price to be paid by the Borrower and/or its Subsidiaries in connection with such Acquisition exceeds $50,000,000, the Borrower shall have delivered to the Administrative Agent a Pro Forma Compliance Certificate demonstrating that, upon giving effect to such Acquisition on a Pro Forma Basis, the Loan Parties would be in compliance with the financial covenants set forth in Section 8.11 as of the most recent fiscal quarter end with respect to which the Administrative Agent has received the Required Financial Information; (iv) no Default shall have occurred and be continuing both before and immediately after the time such Acquisition is consummated; (v) if such transaction involves the purchase of receivables from an interest in a partnership between the Borrower (or a Subsidiary of the Borrower) as a general partner and entities unaffiliated with the Borrower or such Subsidiary as the other energy marketers partners, absent any adverse tax consequences for the Borrower or any Subsidiary, such transaction shall be effected by having such equity interest acquired by a holding Person directly or indirectly wholly‑owned by the Borrower and newly formed for the sole purpose of effecting such transaction; and (vi) the aggregate consideration (including cash and non-cash consideration, any assumption of Indebtedness and any earn‑out payments, but excluding consideration consisting of (A) any Capital Stock of the Borrower issued to the seller of the Capital Stock or Property acquired in such Acquisition, (B) amounts not in excess of the aggregate cumulative proceeds of any Equity Issuance by the Borrower consummated subsequent to the Closing Date and not more than 365 days prior to the date that such Acquisition is consummated; provided that such amounts have not previously served as required from the basis for allowing a Restricted Payment pursuant to Section 8.06(d), any other Acquisition pursuant to this subsection (h)(vi) or any prepayment under Section 8.12(b)(ii), and (C) amounts not in excess of the aggregate cumulative proceeds of any Disposition, Excluded Disposition or Involuntary Disposition consummated subsequent to the Closing Date and not more than 365 days prior to the date that such Acquisition is consummated; provided that such amounts have not previously served as the basis for allowing a Restricted Payment pursuant to Section 8.06(d) or any other Acquisition pursuant to this subsection (h)(vi)) paid by the Consolidated Parties for all such Acquisitions occurring after the Closing Date (net, in the case of each such Acquisition, of return of capital received at or prior to the time to time by one or more applicable Governmental Authoritiesof determination) shall not exceed $250,000,000; (i) Investments existing on made with the date hereof and set forth on Schedule 7.02proceeds of an Equity Issuance by the Borrower so long as the proceeds thereof are not otherwise required to be applied to the prepayment of the Loans pursuant to the terms of this Agreement; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; anda Receivables Financing SPC made in connection with a Permitted Receivables Financing; (k) Investments in Foreign Subsidiaries in an aggregate outstanding amount at any time for all such Investments made after the Closing Date pursuant to this subsection (k) not to exceed $25,000,000; (l) if at any time after the Closing Date Wireless LLC becomes a Joint Venture, additional Investments in Wireless LLC in an aggregate outstanding amount at any time for all such Investments made after the Closing Date pursuant to this subsection (l) not to exceed $25,000,000; (m) Investments in CBT and in any Subsidiary of CBT; (n) Investments in Excluded Subsidiaries consisting of Guarantees of operating leases entered into in the ordinary course of business or of other obligations not constituting Indebtedness incurred in the ordinary course of business; (o) loans and advances by Loan Parties to Excluded Subsidiaries evidenced by promissory notes that have been pledged and delivered to the Administrative Agent in accordance with the terms of the Security Agreement; (p) Investments in Joint Ventures (in addition to Investments permitted pursuant to clauses (l), (n) and (o) above and any Wireless Disposition) in an aggregate outstanding amount at any time for all such Investments made after the Closing Date not to exceed $100,000,000; provided, however, that no more than $25,000,000 of such Investments may be made in Joint Ventures which are not Subsidiaries; (q) Investments by Subsidiaries which are Joint Ventures; (r) Investments in a Consolidated Party and/or by a Consolidated Party, in each case made in the form of intercompany debt and for cash management purposes in connection with cash management systems of the Borrower and its Subsidiaries; (s) to the extent constituting or resulting in an Investment, any Wireless Disposition; (t) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, by this Section 8.02 in the an aggregate outstanding amount at any timetime for all such Investments made after the Closing Date pursuant to this subsection (t) not to exceed $50,000,000; and (u) any Eligible Reinvestment of the proceeds of any Involuntary Disposition in compliance with Section 2.05(b)(ii)(B) or of any Disposition as contemplated by Section 8.05(e)(vii). Notwithstanding any provision to the contrary set forth in this Agreement (including, without limitation, the definition of “Joint Venture” set forth in Section 1.01), the Disposition by any of the Consolidated Parties of any portion (but not all) of the Capital Stock of any Wholly Owned Subsidiary acquired or created after the Closing Date shall be deemed to constitute an Investment in a Joint Venture in an amount equal to the book value of the Capital Stock of such Person retained by the Consolidated Parties immediately after giving effect to such Disposition.

Investments. Make The Borrower shall not, nor shall it permit any InvestmentsSubsidiary of the Borrower to make or maintain, exceptdirectly or indirectly, any Investment except for the following: (a) Investments held by existing on the Borrower or such Subsidiary in Effective Date (after giving effect to the form of cash, cash equivalents or other Short Term Transactions) and disclosed on Schedule 8.3 (Existing Investments); (b) Investments in cash and Cash Equivalents held in a Deposit Account or a Control Account or otherwise in compliance with Section 7.13 (Control Accounts, Approved Deposit Accounts) or outside such accounts to the extent permitted by Section 7.13(a) (Control Accounts, Approved Deposit Accounts); (c) Investments in payment intangibles, chattel paper (each as defined in the UCC) and Accounts, notes receivable and similar items arising or acquired in the ordinary course of business consistent with the past practice of the Borrower and its Subsidiaries; (d) Investments received in settlement of amounts due to the Borrower or any Subsidiary of the Borrower effected in the ordinary course of business; (e) Investments by (i) the Borrower or any Guarantor in the Borrower or any other Guarantor or (ii) any Subsidiary of the Borrower that is not a Guarantor in the Borrower or any other Subsidiary of the Borrower; (f) Investments by the Borrower or any Guarantor in a Permitted Acquisition; (g) loans and or advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) 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 Investments received business as presently conducted other than any loans or advances that would be in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement violation of Section 402 of the obligations ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act; provided, however, that the aggregate principal amount of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations all loans and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); advances permitted pursuant to this clause (g) Guarantees of the Borrower or shall not exceed $500,000 at any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiarytime; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time Guaranty Obligations permitted by one or more applicable Governmental AuthoritiesSection 8.1 (Indebtedness); (i) Investments existing on the date hereof and set forth on Schedule 7.02;in promissory notes received in consideration for Asset Sales permitted by Section 8.4(f) (Asset Sales); and (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assetshereby; provided, in however, that the aggregate outstanding amount of all such Investments shall not, at any time, exceed $40,000,000.

Investments. Make The Company will not, and will not cause or permit any Restricted Subsidiary to, make or acquire, any Investment in any Person, except the following (such Investments described below being herein referred to as “Permitted Investments, except:”): (ai) Investments other than those permitted by subsections (i) through (xii) existing on the date hereof and listed on Schedule 6.03; (ii) Investments held by the Borrower Company or such Restricted Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsCash Equivalents; (biii) loans and advances to officers, directors and employees of the Borrower or any of its Company and Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition relocation and analogous ordinary business purposes, in each case only to the extent that the making or incurrence of any such advance or obligation to any director or executive officer (or equivalent thereof) would not be in violation of Section 402 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act; (civ) Investments of the Borrower Company in any Restricted Subsidiary and Investments or of any Restricted Subsidiary in the Borrower Company or in another Restricted Subsidiary; (d) Permitted Acquisitions; (ev) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant sale or lease of trade credit goods or services in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments to the extent reasonably necessary in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorsorder to prevent or limit loss; (fvi) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received Guaranty Obligations permitted by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)6.01; (gvii) Guarantees Investments permitted by Section 6.04; (viii) Investments consisting of capital expenditures or inventory for use by or in the business of the Borrower Company or any Subsidiary in respect of Indebtedness of the Borrower or any a Restricted Subsidiary; (hix) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental AuthoritiesPermitted Acquisitions; (ix) Investments existing on (including Investments made in connection with the date hereof acquisition of assets) in any Person of which the Company or any Restricted Subsidiary is not the Controlling Person; provided that as at the end of the immediately preceding fiscal quarter prior to and after giving effect to any such Investment, the Company is in pro forma compliance with the financial covenants set forth on Schedule 7.02in Section 6.13; provided further that the initial amount (determined at the time made) of such Investments which are made after the Effective Date shall not exceed $150,000,000 in the aggregate; (jxi) Investments in investment-grade issuers that are held by the Borrower nature of seller financing or any Subsidiary not longer than eighteen monthsother consideration received in a Disposition permitted under Section 6.05; and (kxii) other additional Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, 150,000,000 in the aggregate at in any timefiscal year of the Company.

Investments. Make The Borrower will not, and will not permit any Investmentsof its Restricted Subsidiaries to, purchase, make, incur, assume or permit to exist any Investment in any other Person, except: (a) Investments held by existing on the Borrower or such Subsidiary Closing Date and identified in Item 8.5 of the form of cash, cash equivalents or other Short Term InvestmentsDisclosure Schedule; (b) Cash Equivalent Investments; (c) without duplication, Investments to the extent permitted as Indebtedness pursuant to Section 8.2; (d) Investments by way of contributions to capital or purchases of equity (i) by the Borrower in any Guarantor or any wholly owned Restricted Subsidiary, or by any Guarantor or any wholly owned Restricted Subsidiary in another Guarantor or wholly owned Restricted Subsidiary; or (ii) by any Subsidiary in the Borrower; provided that all Capital Stock or notes acquired pursuant to this clause (d) shall be pledged to the Administrative Agent, for the benefit of the Secured Parties, pursuant to Section 7.7 and the Collateral Documents; (e) Investments constituting (i) accounts receivable arising, (ii) trade debt granted or (iii) deposits made in connection with the purchase price of goods or services, in each case in the ordinary course of business; (f) Investments by way of Permitted Acquisitions; (g) Investments received in connection with the bankruptcy or reorganization of, or settlement of delinquent accounts and disputes with, customers and suppliers, in each case in the ordinary course of business; (h) Investments consisting of any deferred portion of the sales price received by the Borrower or any Restricted Subsidiary in connection with any asset sale permitted under Section 8.10; (i) Hedging Agreements; (j) Investments after the Closing Date consisting of loans and or advances to officers, directors and employees of the Borrower or any Restricted Subsidiary in connection with any stock option relinquishment plan duly adopted by the Borrower or any Restricted Subsidiary so long as the aggregate amount outstanding with respect to such loans and advances does not exceed $10,000,000 at any time; (k) the HIGH TIDES or the Existing Subordinated Debt acquired in exchange for common Capital Stock of its Subsidiaries the Borrower; (l) after the Closing Date, other Investments (other than a Permitted Acquisition) in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; 95,000,000 in the aggregate over the remaining term of this Agreement (c) Investments or $170,000,000 in the aggregate if as of the Borrower in any Subsidiary and Investments last day of the fiscal quarter ending prior to the date of any Subsidiary in such Investment the Borrower or in another Subsidiary; ratio of Total Debt (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement as of the obligations last day of account debtors; such fiscal quarter) to EBITDA (ffor the four fiscal quarterly periods then ending) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(fis less than 2.5 to 1.0); (gm) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary;and its Restricted Subsidiaries may make Restricted Payments as permitted under Section 8.6; and (hn) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities;SureBeam Loan; provided, however, that (i) Investments existing on any Investment which when made complies with the date hereof and set forth on Schedule 7.02; requirements of clause (ja), (b) Investments in investment-grade issuers or (c) of the definition of the term “Cash Equivalent Investment” may continue to be held notwithstanding that are held by the Borrower or any Subsidiary such Investment if made thereafter would not longer than eighteen monthscomply with such requirements; and (kii) other Investments not no Investment otherwise permitted hereunder by clause (c), (d), (e), (f), (g), (j), (k), (l), (m) or (n) shall be permitted to be made if any Default has occurred and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any timeis continuing or would result therefrom.

Investments. Make Each Borrower will not, and will not permit any Investmentsof its Subsidiaries to, make, directly or indirectly, or permit to remain outstanding any Investments except: (a) Investments held by outstanding on the Borrower or such Subsidiary date hereof and identified in the form of cash, cash equivalents or other Short Term InvestmentsSchedule 9.05; (b) loans and advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesoperating deposit accounts with banks; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant sales of trade credit goods or services in the ordinary course of business; (d) Permitted Cash Equivalent Investments; (e) Investments by such Borrower and the Subsidiary Guarantors in such Borrower’s wholly-owned Subsidiary Guarantors (for greater certainty, and Investments received in satisfaction each Borrower shall not be permitted to have any direct or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorsindirect Subsidiaries that are not wholly-owned Subsidiaries); (f) Promissory notes, earn-outs, Hedging Agreements entered into in the ordinary course of such Borrower’s financial planning solely to hedge currency risks (and not for speculative purposes) and in an aggregate notional amount for all such Hedging Agreements not in excess of $250,000 (or the Equivalent Amount in other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(fcurrencies); (g) Guarantees Investments consisting of security deposits with utilities and other like Persons made in the Borrower or any Subsidiary in respect ordinary course of Indebtedness of the Borrower or any Subsidiarybusiness; (h) Investments comprised consisting of (A) employee loans, travel advances and guarantees in accordance with such Borrower’s usual and customary practices with respect thereto (if permitted by applicable law) which in the aggregate shall not exceed $500,000 outstanding at any time (or the Equivalent Amount in other currencies) and (B) non-cash loans to employees, officers or directors relating to the purchase of receivables from equity securities of Holdings pursuant to employee stock purchase plans or arrangements approved by Holdings’ board of directors which in the aggregate shall not exceed $3,000,000 outstanding at any time (or the Equivalent Amount in other energy marketers as required from time to time by one or more applicable Governmental Authoritiescurrencies); (i) Investments existing on the date hereof received in connection with any Insolvency Proceedings in respect of any customers, suppliers or clients and set forth on Schedule 7.02in settlement of delinquent obligations of, and other disputes with, customers, suppliers or clients; (j) Investments consisting of notes receivable or prepaid royalties and other credit obligations to customers and suppliers, in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; andordinary course of business; (k) other Investments permitted pursuant to Section 9.03; (l) Investments by such Borrower and the Subsidiary Guarantors in all Foreign Subsidiaries not otherwise permitted hereunder and not exceeding the greater of (i) to exceed $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, 1,500,000 in the aggregate at any timetime outstanding; (m) Indebtedness permitted by Section 9.01; and (n) Other Investments in an aggregate amount not to exceed $2,000,000.

Investments. Make or hold any Investments, except: (a) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsCash Equivalents; (b) loans and advances to officers, directors (or persons performing similar functions) and employees made in the ordinary course of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstandingbusiness, for travel, entertainment, relocation, payroll, office equipment, tuition relocation and analogous ordinary business purposes; (c) (i) Investments of by the Borrower Parent and its Subsidiaries in any Subsidiary and their respective Subsidiaries outstanding on the date hereof, (ii) additional Investments of any Subsidiary by the Parent in the Borrower and entities that are (prior to or as a result of such Investment) Wholly-Owned Subsidiary Guarantors, (ii) additional Investments by the Parent and the MLP Subsidiary Guarantors in another Subsidiaryentities that are (prior to or as a result of such Investment) Wholly-Owned MLP Subsidiary Guarantors, (iii) Investments by MLP Subsidiary Guarantors in the Parent, and (iv) additional Investments in Agway Subsidiaries in an aggregate amount during the term of this Agreement not to exceed $5,000,000; provided that, in the case of Investments in a Foreign Subsidiary made pursuant to this Section 7.03(c), the amount of such Investments when aggregated with Investments in Foreign Subsidiaries made pursuant to Section 7.03(f) and Investments made pursuant to Section 7.03(g) shall not exceed $10,000,000 in the aggregate; and provided further that all Investments made in Persons that are not Loan Parties prior to such Investment shall be subject to the provisions of Section 7.03(f); (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorsordinary course; (e) Guarantees permitted by Section 7.02; (f) Promissory notes, earn-outs, the purchase or other contingent payment obligations and acquisition of Equity Interests or other non-cash consideration received by the Borrower property or any of its Subsidiaries as partial payment of the total consideration assets of any Disposition Person; provided that, with respect to each purchase or other acquisition made in accordance with pursuant to this Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities;7.03(f): (i) Investments existing on in the date hereof and set forth on Schedule 7.02; case of an acquisition or purchase of Equity Interests, including as a result of a merger or consolidation, (jA) Investments by the Parent, the entity in investmentwhich such Investment is being made will be a Wholly-grade issuers that are held Owned Subsidiary of the Parent, (B) by the Borrower or any Subsidiary of the Borrower, the entity in which such Investment is being made will be a Wholly-Owned Subsidiary of the Borrower, and (C) by a MLP Subsidiary Guarantor, the entity in which such Investment is being made will be a Wholly-Owned Subsidiary of one or more MLP Subsidiary Guarantors or a Subsidiary that is Wholly-Owned directly by the Parent and one or more MLP Subsidiary Guarantors; (ii) any such newly-created or acquired Subsidiary shall comply with the requirements of Section 6.12; (iii) the lines of business of the Person to be (or the property so purchased or otherwise acquired) shall be consistent with the provisions of Section 7.07; (iv) such purchase or other acquisition shall not longer than eighteen monthsinclude or result in any contingent liabilities that could reasonably be expected to be material to the business, financial condition, operations or prospects of the Parent and its Subsidiaries, taken as a whole (as determined in good faith by the Board of Supervisors of the Parent or the board of directors (or the persons performing similar functions) of such Subsidiary if the Board of Supervisors or the board of directors (or the persons performing similar functions) is otherwise approving such transaction; (A) immediately before and immediately after giving pro forma effect to any such purchase or other acquisition, no Default shall have occurred and be continuing and (B) immediately after giving effect to such purchase or other acquisition, the Borrower and its Subsidiaries and the Parent and its Subsidiaries shall be in pro forma compliance with all of the covenants set forth in Section 7.11, such compliance to be determined on the basis of the financial information most recently delivered to the Administrative Agent and the Lenders pursuant to Section 6.01(a), (b), (c) or (d) as though such purchase or other acquisition had been consummated as of the first day of the fiscal period covered thereby; provided, however, if (1) the total cash and noncash consideration (including the fair market value of all Equity Interests issued or transferred to the sellers thereof, all indemnities, earnouts and other contingent payment obligations to, and the aggregate amounts paid or to be paid under noncompete, consulting and other affiliated agreements with, the sellers thereof, all write-downs of property and reserves for liabilities with respect thereto and all assumptions of debt, liabilities and other obligations in connection therewith) paid for any such purchase or other acquisition, exceeds $100,000,000 and (2) the Total Consolidated Leverage Ratio as determined on a pro forma basis after giving effect to such purchase or acquisition is in excess of 3.5 to 1.00, the consent of the Required Lenders shall be required; (vi) in the case of (A) a purchase or acquisition of Equity Interests of another Person, (B) a purchase or other acquisition of assets of another Person that constitutes a business unit or all or a substantial part of the business, of another Person, or (C) a purchase or other acquisition of assets of another Person where the total aggregate cash and non-cash consideration paid for such purchase or other acquisition exceeds $25,000,000 (each Investment described in the foregoing clauses (A) through (C), a “Reportable Investment”), within a reasonable time prior to such purchase or acquisition, the Administrative Agent shall have received a copy of the executed purchase agreement (or, in the event that the purchase agreement is not being executed until closing, then a substantially complete unexecuted version of the purchase agreement, with the copy of the executed purchase agreement to follow promptly upon closing of such acquisition) for such purchase or acquisition, the anticipated amount to be borrowed in order to consummate such purchase or acquisition, and such other information related to such purchase or acquisition as the Administrative Agent shall reasonably request; (vii) in the case of Investments in a Foreign Subsidiary made pursuant to this Section 7.03(f), the amount of such Investments when aggregated with Investments in Foreign Subsidiaries made pursuant to Section 7.03(c) and Investments made pursuant to Section 7.03(g) shall not exceed $10,000,000 in the aggregate; and (kviii) in the case of a Reportable Investment, the Parent shall have delivered to the Administrative Agent, at least five Business Days (or such shorter period of time as may be agreed by the Administrative Agent) prior to the date on which any such purchase or other acquisition is to be consummated, a certificate of a Responsible Officer, in form and substance reasonably satisfactory to the Administrative Agent and the Required Lenders, certifying that the requirements set forth in this clause (f) have been satisfied or will be satisfied on or prior to the consummation of such purchase or other acquisition; and (g) Investments not otherwise permitted hereunder by this Section 7.03 in an amount, when aggregated with Investments made in Foreign Subsidiaries pursuant to Sections 7.03(c) and 7.03(f), not exceeding the greater of (i) to exceed $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, 10,000,000 in the aggregate at any timeaggregate.

Investments. Make any Investments, except: (a) Investments held by the Borrower or such Subsidiary by any of its Subsidiaries in the form of cash, cash equivalents or other Short Term Investmentscash equivalents; (b) loans and advances from time to time made in the ordinary course of business to officers, directors and employees of the Borrower or of any of its Subsidiaries in an Subsidiaries; provided, however, that the aggregate outstanding principal amount of all of such loans and advances to all such Persons shall not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesexceed $5,000,000; (c) Investments pledges and deposits permitted by clause (c) or by clause (d) of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another SubsidiarySection 7.01; (d) Permitted AcquisitionsInvestments, including loans and advances, by the Borrower in or to any Wholly-Owned Subsidiary of the Borrower (other than Finsub), and Investments, including loans and advances, by any Wholly-Owned Subsidiary of the Borrower in or to the Borrower or in or to any other Wholly-Owned Subsidiary of the Borrower (other than Finsub); (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments to the extent reasonably necessary in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorsorder to prevent or limit loss; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received Guarantees permitted by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)7.03; (g) Guarantees Investments, including loans and advances, made in or to the Borrower or in or to any of the Subsidiaries of the Borrower or any Subsidiary pursuant to and upon the terms contained in respect the Receivables Program Documents; provided, however, that each of Indebtedness such Investments shall, at the time made, be permitted by the provisions of the Borrower or any SubsidiarySection 7.01 and Section 7.03; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held Acquisitions by the Borrower or by any Subsidiary of its Subsidiaries; provided, however, that: (i) with respect to any Acquisition involving the acquisition of the ownership or Control of Equity Interests of any Person, such Acquisition shall be made on a negotiated basis with the approval of the board of directors (or equivalent governing body) of the Person to be acquired and, if necessary, the approval of the shareholders of the Person to be acquired; and (ii) if the aggregate fair market value of all of the consideration paid or payable for or with respect to any such Acquisition shall exceed $250,000,000, then the Borrower shall have delivered to the Administrative Agent, not longer less than eighteen monthsfive (5) Business Days prior to the completion of such Acquisition, a certificate of a Responsible Officer of the Borrower stating that, immediately after giving effect on a Pro Forma Basis to such Acquisition (A) the Borrower shall be in compliance with the financial covenants set forth in Section 7.11, and (B) both immediately before and immediately after giving effect to such Acquisition, no Default shall be continuing or shall result therefrom; and (ki) other Investments not otherwise permitted hereunder by any of the other clauses of this Section 7.02; provided, however, that the aggregate amount (determined on a consolidated basis for the Borrower and not exceeding its Subsidiaries) of all of the greater of Investments so made after the Closing Date pursuant to this clause (i) shall not exceed $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any time250,000,000.

Investments. Make any Investments, except: (a) Investments held by the Borrower or such Subsidiary Loan Parties in the form of cashCash Equivalents that are subject to the Lender’s Lien and control, cash equivalents or other Short Term Investmentspursuant to documentation in form and substance satisfactory to the Lender; (b) loans and advances to officers, directors and employees of the Borrower or any Loan Parties and Subsidiaries made in the Ordinary Course of its Subsidiaries Business in an aggregate amount at any one time outstanding not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes100,000; (c) Investments of by the Borrower Loan Parties and their Subsidiaries in any Subsidiary and Investments of any Subsidiary in their respective Subsidiaries outstanding on the Borrower or in another Subsidiarydate hereof; (d) Permitted AcquisitionsInvestments by the Loan Parties and their Subsidiaries in their respective Subsidiaries that are Inactive Subsidiaries that are used to immediately fund obligations and liabilities for environmental matters and related expenses which the Inactive Subsidiaries are permitted under this Agreement to incur or make; (e) 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 Ordinary Course of businessBusiness, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments to the extent reasonably necessary in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorsorder to prevent or limit loss; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received Guarantees permitted by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)8.02; (g) Guarantees Investments existing as of the Borrower or any Subsidiary date hereof (including those set forth on Schedule 6.13(a) and (b)) and those as set forth in respect of Indebtedness Schedule 8.03 (which Schedule 8.03 shall show, as of the Borrower date hereof, the amount, obligor or issuer and maturity, if any, of any Subsidiarylisted Investment) and extensions or renewals thereof, provided that no such extension or renewal shall be permitted if it would (i) increase the amount of such Investment at the time of such extension or renewal or (ii) result in a Default hereunder; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authoritiesany unsecured Indebtedness permitted under Section 8.02(i) which is an Investment; (i) Investments existing on acquired in connection with the date hereof and set forth on Schedule 7.02settlement of delinquent Accounts in the Ordinary Course of Business or in connection with the bankruptcy or reorganization of suppliers or customers; (j) Investments endorsements for collection or deposit in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen monthsOrdinary Course of Business consistent with past practice; and (k) the consummation of the Centrex Acquisition on the Closing Date. Notwithstanding the foregoing, no Inactive Subsidiary shall incur or make any Investment, other Investments not otherwise than as permitted hereunder and not exceeding the greater of under clauses (id), (g) $50,000,000 and or (iih) 2.5% of Consolidated Tangible Assets, in the aggregate at any timethis Section 8.03.

Investments. Make No Credit Party shall, nor shall it permit any Investmentsof its Subsidiaries to, except:directly or indirectly, make or own any Investment in any Person, including any joint venture and any Foreign Subsidiary, except (subject to Section 8.12): (a) Investments held by the Borrower in cash and Cash Equivalents and deposit accounts or such Subsidiary securities accounts in the form of cash, cash equivalents or other Short Term Investmentsconnection therewith; (b) loans and advances to officers, directors and employees equity Investments owned as of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments of the Borrower Sixth Amendment Effective Date in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (i) Investments by (A) any Credit Party in any other Credit Party; and (B) any Non-Guarantor Subsidiary in any other Non-Guarantor Subsidiary, (ii) Permitted Non-Credit Party Investments, and (iii) any Non-Guarantor Subsidiary in any Credit Party to the extent constituting Indebtedness of such Credit Party permitted by Section 8.1(e)(ii); (d) Investments existing on the Sixth Amendment Effective Date and described on Schedule 8.5; (e) Investments constituting Swap Agreements permitted by Section 8.1(f); (f) Permitted Acquisitions; (eg) Guarantees constituting Indebtedness permitted by Section 8.1(d); (h) 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 Investments investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments to the extent reasonably necessary in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower order to prevent or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authoritieslimit loss; (i) Investments existing on consisting of loans and advances to directors, officers, members of management or employees of the date hereof Borrower and set forth on Schedule 7.02its Subsidiaries made in the ordinary course of business (including any refinancings or such loans), in an aggregate amount not to exceed $1,000,000 at any time outstanding; (j) Investments advances of payroll payments to employees in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; andordinary course of business; (k) promissory notes and other Investments not otherwise noncash consideration received in connection with Dispositions permitted hereunder and not exceeding pursuant to Section 8.9 (subject to the greater proviso set forth therein) (l) deposits of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, cash made in the aggregate at any time.ordinary course of business to secure performance of operating leases;

Investments. Make Holdings will not, and will not permit any Investmentsof its Subsidiaries to, purchase, make, incur, assume or permit to exist any Investment in any other Person, except: (a) Investments held by existing on the Borrower Closing Date and identified in Schedule 7.05(a) and restructurings or exchanges in respect of any such Subsidiary in Investment that do not increase the form principal amount of cash, cash equivalents or other Short Term Investmentssuch Investment; (b) Cash and Cash Equivalents; (c) Investments received in connection with the bankruptcy or reorganization of, or settlement of delinquent accounts and disputes with, customers and suppliers, in each case in the ordinary course of business; (d) Investments consisting of any deferred portion of the sales price received by any Subsidiary in connection with any Disposition permitted under Section 7.11; (e) Investments by way of contributions to capital or purchases of Capital Securities by Holdings in any Subsidiary or by any Subsidiary in any other Subsidiary; provided that, the aggregate amount of intercompany loans made pursuant to Section 7.02(f)(ii) and Investments under this Section 7.05(e) made by Loan Parties in Subsidiaries that are not Loan Parties shall not exceed the amount set forth in clause Section 7.02(f)(ii) at any time; (f) Investments constituting (i) accounts receivable arising, (ii) trade debt granted, or (iii) deposits made in connection with the purchase price of goods or services, in each case in the ordinary course of business; (g) Investments in Capital Securities constituting Permitted Acquisitions; provided that (i) each such Investment shall result in the acquisition of a wholly owned North American Subsidiary and (ii) the Consolidated Leverage Ratio as of the period of four consecutive Fiscal Quarters most recently ended prior to the date of such Permitted Acquisition is, after giving pro forma effect to such Permitted Acquisition, at least .25 less than is otherwise required pursuant to Section 7.04(a) at the time of such Permitted Acquisition; (h) Investments constituting Secured Hedge Agreements; (i) Guarantees permitted by Section 7.02; (j) loans and advances (i) to officers, directors and employees (including drivers of the Borrower Motor Vehicles) of Holdings or any of its Subsidiaries in the ordinary course of business (including for travel, fuel costs, tolls, entertainment and relocation expenses) and (ii) to non-employee owner/operators of Motor Vehicles in the ordinary course (in the nature of advances for fuel costs, tolls, repairs and other similar ordinary course items); (k) Capital Expenditures permitted by Section 7.07; (l) intercompany loans permitted by Sections 7.02(f) and (g); (m) Investments made in connection with Permitted Acquisitions permitted by clause Section 7.10(b); (n) Hedging Obligations permitted by Section 7.02(k); (o) loans and advances in the ordinary course of business (i) to finance the purchase or lease of Motor Vehicles or other equipment by non-employee owner/operators or similar individuals performing services for Holdings or its Subsidiaries, provided that (x) Holdings or such Subsidiary has a Lien on the Motor Vehicles or other equipment purchased or leased and (y) the purchase of any such Motor Vehicles or other equipment are included as Capital Expenditures for the purposes of Section 7.07 and (ii) to finance tuition costs of student/trainees enrolled in driver training academies of the Borrower or one of its Subsidiaries; (p) Investments made in a Captive Insurance Company, in an aggregate amount not to exceed the minimum amount of capitalization required pursuant to regulatory capital requirements; (q) Investments in a Receivables Subsidiary or in any Persons by a Receivables Subsidiary in connection with a Qualified Receivables Transaction; (r) Investments incurred as a result of prepayments of Indebtedness not restricted by Section 7.08; or (s) other Investments in an amount not to exceed $10,000,000 80,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments ; provided that to the extent any Investment is made by Holdings or its Subsidiaries in less than 100% of the Borrower in any Subsidiary and Investments the Capital Securities of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) 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 businessPerson, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower Holdings or any of its Subsidiaries as partial payment subsequently acquires the remainder of the total consideration Capital Securities of any Disposition made in accordance with Section 7.04(f); such Person, such Investment shall no longer be considered a use of this clause (gs) Guarantees so long as, at the time of the Borrower or any Subsidiary in respect of Indebtedness acquisition of the Borrower or any Subsidiary; (h) Investments comprised remainder of such Capital Securities, the acquisition of 100% of the purchase Capital Securities of receivables from other energy marketers such Person would be permitted as required from time to time by one or more applicable Governmental Authorities; a Permitted Acquisition under Section 7.05(g); provided, however, that (i) Investments existing on any Investment which when made complies with the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers requirements of the definition of the term “Cash Equivalent” may continue to be held notwithstanding that are held by the Borrower or any Subsidiary such Investment if made thereafter would not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 comply with such requirements, and (ii) 2.5% of Consolidated Tangible Assetsno Investment otherwise permitted by clause (g), in the aggregate at (m) or (s) shall be permitted to be made if any timeDefault has occurred and is continuing or would result therefrom.

Investments. Make any Investments, except: (ai) Investments held by the Borrower or such Subsidiary in the form of cashcash and Cash Equivalents, (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, cash equivalents in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other Short disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Revolving Loan Facility, the U.S. Cellular Revolving Loan Facility or the U.S. Cellular Term InvestmentsLoan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (b) loans and advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (ev) 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, business and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection consistent with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen monthspast practices; and (kvi) the CoBank Equities and any other stock or securities of, or Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assetsin, in the aggregate at any time.CoBank or investment services or programs;

Investments. Make No Loan Party shall, nor shall it permit any Investmentsof its Restricted Subsidiaries to, directly or indirectly, make or own any Investment in any Person, including any Joint Venture, except: (a) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term Investmentsand Cash Equivalents; (b) loans Investments owned as of the Restatement Effective Date in any Restricted Subsidiary and advances to officers, directors Investments made after the Restatement Effective Date in the Borrower and employees any wholly owned Restricted Subsidiary of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposeswhich is a Guarantor; (c) Investments in Unrestricted Subsidiaries and Joint Ventures; provided that such Investments (including through intercompany loans) shall not exceed at any time an aggregate amount of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary$75,000,000; (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made intercompany loans in accordance with Section 7.04(f); (g6.1(d) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof to, and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k) other Investments in, Restricted Subsidiaries which are not otherwise permitted hereunder Guarantors; provided that the aggregate amount of all such Investments (including through such intercompany loans and any Acquisition) shall not exceeding exceed, at the time any such Investment is made, the greater of (i) $50,000,000 150,000,000 and (ii) 2.515% of Consolidated Tangible Assets, Total Assets at such time; (e) loans and advances to employees of the Borrower and its Restricted Subsidiaries made in the ordinary course of business in an aggregate principal amount not to exceed $10,000,000; (f) Investments described in Schedule 6.7; (g) Swap Agreements which constitute Investments; (h) trade receivables in the ordinary course of business; (i) guarantees to insurers required in connection with worker’s compensation and other insurance coverage arranged in the ordinary course of business; (j) Investments (including debt obligations) received in connection with the bankruptcy or reorganization of suppliers and customers and in good faith settlement of delinquent obligations of, and other disputes with, customers and suppliers arising in the ordinary course of business; (k) intercompany Investments by any Foreign Subsidiary in any other Foreign Subsidiary; (l) lease, utility and other similar deposits in the ordinary course of business; (m) Investments of any Person in existence at the time such Person becomes a Restricted Subsidiary; provided such Investment was not made in connection with or anticipation of such Person becoming a Restricted Subsidiary; (n) Investments in the form of non-cash consideration received in connection with Permitted IP Transfers; and (o) other Investments not otherwise permitted hereunder; provided that the aggregate amount of all such Investments shall not exceed, at the time any such Investment is made, 15% of the Borrower’s Consolidated Total Assets at such time. For purposes of covenant compliance with this Section 6.7, the amount of any Investment shall be the amount actually invested, without adjustment for subsequent increases or decreases in the value of such Investment, less any amount paid, repaid, returned, distributed or otherwise received in cash in respect of such Investment. Notwithstanding anything herein to the contrary, no Loan Party shall, nor shall it permit any of its Restricted Subsidiaries to, (i) allow or cause any U.S. Subsidiary (other than a CFC Holdco) to be a subsidiary of a Foreign Subsidiary (other than any such U.S. Subsidiary that is an existing subsidiary of an acquired Foreign Subsidiary at the time of the Acquisition), (ii) sell, lease (as lessor or sublessor), enter into a sale and leaseback arrangement, exclusively license (as licensor or sublicensor), exchange, transfer or otherwise dispose of any Material IP to any Person other than a Loan Party, except pursuant to a Permitted IP Transfer.

Investments. Make any Investments, except: (a) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsCash Equivalents; (b) loans and advances to officers, directors and employees Investments existing as of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition Closing Date and analogous ordinary business purposesset forth on Schedule 7.02; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another SubsidiaryPerson that is a Loan Party prior to giving effect to such Investment; (d) Permitted AcquisitionsInvestments by any Subsidiary that is not a Loan Party in any Loan Party or any other Subsidiary that is not a Loan Party; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments to the extent reasonably necessary in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorsorder to prevent or limit loss; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received Guarantees permitted by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)7.03; (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any SubsidiaryPermitted Acquisitions; (h) Investments comprised travel advances to management personnel and employees in the ordinary course of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authoritiesbusiness; (i) Investments existing on the date hereof and set forth on Schedule 7.02constituting Rate Management Transactions; (j) Investments in investment-grade issuers that are held constituting Securities purchased by the Borrower SNC or any Broker-Dealer Subsidiaries (whether purchased and held for resale to retail customers or for SNC’s or any Broker-Dealer Subsidiary’s own investment purposes) in accordance with SEC Rule 15c3-3, and acquired in the ordinary course of business and consistent with past practice; (k) Investments of SNC or any Broker-Dealer Subsidiaries constituting margin loans to retail customers in the ordinary course of business and consistent with past practice; (l) Investments by SFC in Securities to fund deferred compensation liabilities for employees in the ordinary course of business and consistent with past practice; (m) Investments of SFC or any of its Subsidiaries constituting venture capital or private equity investments in the ordinary course of business and consistent with past practice; (n) Investments (i) by Stifel Bancorp, Inc. or its Subsidiaries in any Bank Subsidiary not longer than eighteen monthsof Stifel Bancorp, Inc., (ii) by any Bank Subsidiary of Stifel Bancorp, Inc. in any direct or indirect Subsidiary of such Bank Subsidiary and (iii) by a Bank Subsidiary in the ordinary course of business; (o) Investments of a Borrower and its Subsidiaries constituting loans for the purpose of recruitment and retention of financial advisors in the ordinary course of business and consistent with past practice; (p) Investments in Securities purchased or originated from time to time by Bank Subsidiaries in the ordinary course of business and consistent with past practice; (q) (i) so long as no Event of Default shall have occurred and be continuing, Investments in Subsidiaries and (ii) so long as no Event of Default pursuant to Section 8.01(a) or (f) shall have occurred and be continuing, Investments in Bank Subsidiaries; and (kr) so long as no Event of Default pursuant to Section 8.01(a) or (f) shall have occurred and be continuing, other Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any timeordinary course of business and consistent with past practice.

Investments. Make No Credit Party shall, nor shall it permit any Investmentsof its Subsidiaries to, directly or indirectly, make or own any Investment in any Person, including any Joint Venture, except: (a) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsCash Equivalents; (b) loans and advances to officers, directors and employees equity Investments owned as of the Borrower Closing Date in any Subsidiary and Investments made after the Closing Date in Company or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesGuarantor Subsidiary; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (di) Permitted Acquisitions; (e) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of and trade credit granted in the ordinary course of business, business and Investments in any Securities received in satisfaction or partial satisfaction thereof from financially troubled account debtors (ii) deposits, prepayments and other credits to suppliers made in the ordinary course of business consistent with the past practices of Holdings and its Subsidiaries and (iii) Joint Venture Investments in account debtors received other Persons so long as the only consideration or other value paid or required to be paid in connection with a proceeding such Investments is Capital Stock of Holdings; (d) intercompany loans to the extent permitted under any Debtor Relief Laws in settlement of the obligations of account debtorsSection 6.1(b); (e) Consolidated Capital Expenditures permitted by Section 6.6(f); (f) Promissory notes, earn-outs, other contingent payment obligations loans and other non-cash consideration received by the Borrower or any advances to employees of Holdings and its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)the ordinary course of business in an aggregate principal amount not to exceed $10,000,000 in the aggregate; (g) Guarantees of the Borrower or any Subsidiary Investments made in respect of Indebtedness of the Borrower or any Subsidiaryconnection with Permitted Acquisitions permitted pursuant to Section 6.8; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities;described in Schedule 6.5; ------------ (i) Investments existing on made with the date hereof and set forth on Schedule 7.02;Excess Equity Proceeds Amount; and (j) Investments in investmentWholly-grade issuers that Owned Subsidiaries which are held by the Borrower or any Subsidiary not longer than eighteen months; andGuarantor Subsidiaries, in an aggregate amount, which when aggregated with Permitted Acquisitions permitted pursuant to Section 6.8(c) (but excluding such portions financed with Excess Equity Proceeds) does not exceed $100,000,000. (k) other Investments in an aggregate amount not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate to exceed at any timetime $10,000,000 plus the amount of Cash dividends or other Cash distributions ---- received by a Credit Party with respect to such Investments.

Investments. Make any Investments, Investment except: (a) Investments held by existing on the Borrower Closing Date and set forth on Schedule 8.04 and any modification, refinancing, renewal, refunding, replacement or extension thereof; provided that the amount of any Investment permitted pursuant to this Section 8.04(a) is not increased from the amount of such Subsidiary in Investment on the form of cash, cash equivalents or other Short Term InvestmentsClosing Date; (b) Investments in the Borrower and its wholly-owned Subsidiaries; (c) Investments by any non-wholly-owned Subsidiary in any other non-wholly-owned Subsidiary; (d) Permitted Investments; (e) Investments received in connection with the bankruptcy or reorganization of, or settlement of delinquent accounts and disputes with, customers and suppliers, in each case in the ordinary course of business; (f) Investments consisting of loans and advances in the ordinary course of business to officersemployees so long as the aggregate principal amount thereof at any time outstanding shall not exceed $5,000,000; (g) Swap Contracts that are not speculative in nature, directors are entered into in the ordinary course of business and employees are related to interest rate hedging for floating interest rate exposure or hedging (including currency and commodity hedging) of bookings, sales, income and dividends derived from the foreign operations of the Borrower or any Subsidiary or otherwise related to purchases from suppliers; (h) Permitted Acquisitions or transactions constituting Investments permitted pursuant to Section 8.05; (i) Investments in the form of promissory notes and other non-cash consideration received in connection with any asset disposition or transfer permitted by this Agreement; (j) Investments consisting of Guarantees of loans, in an aggregate amount outstanding at any time not to exceed $30,000,000, made by third parties to employees who are participants in the Borrower’s stock purchase program, if implemented, to enable such employees to purchase common stock of the Borrower; (k) Investments consisting of Guarantees permitted by Section 8.01; (l) Investments in connection with a Receivables Program and non-recourse factoring of accounts receivable by Foreign Subsidiaries that is permitted under Section 8.05(b); (m) Investments acquired as a result of any Person becoming a Subsidiary or in connection with an Acquisition permitted hereunder (provided that such Investments were not made in contemplation of such Person becoming a Subsidiary or such Acquisition and were in existence at the time of such of such Person becoming a Subsidiary or such Acquisition) and any modification, refinancing, renewal, refunding, replacement or extension of such Investments (provided that the amount of any Investment permitted pursuant to this Section 8.04(m) is not increased from the amount of such Investment on the date of such Person becoming a Subsidiary or of such Acquisition); (n) Investments by the Borrower and its Subsidiaries in Equity Interests in Joint Ventures; provided that the aggregate amount of such Investments shall not exceed $50,000,000 at any time outstanding (in each case determined at the time of such Investment without regard to any write-downs or write-offs); (o) Investments in non-wholly-owned Subsidiaries in an aggregate amount not to exceed $10,000,000 100,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (kp) other Investments so long as at the time each such Investment is made and immediately after giving effect thereto, the aggregate amount of such Investments does not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5exceed 5% of Consolidated Tangible Assets, Assets (determined as of the most recently ended fiscal quarter for which financial statements are available) in the aggregate at any timetime outstanding.

Investments. Make or hold any Investments, except: (a) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsCash Equivalents; (b) loans and advances to officers, directors (or persons performing similar functions) and employees made in the ordinary course of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstandingbusiness, for travel, entertainment, relocation, payroll, office equipment, tuition relocation and analogous ordinary business purposes; (c) (i) Investments of by the Borrower Parent and its Subsidiaries in any Subsidiary and their respective Subsidiaries outstanding on the date hereof, (ii) additional Investments of any Subsidiary by the Parent in the Borrower and entities that are (prior to or as a result of such Investment) Wholly-Owned Subsidiary Guarantors, (iii) additional Investments by the Parent and the MLP Subsidiary Guarantors in another Subsidiaryentities that are (prior to or as a result of such Investment) Wholly-Owned MLP Subsidiary Guarantors, (iv) Investments by MLP Subsidiary Guarantors in the Parent, and (v) additional Investments in Agway Subsidiaries in an aggregate amount during the term of this Agreement not to exceed $5,000,000; provided that, in the case of Investments in a Foreign Subsidiary made pursuant to this Section 7.03(c), the amount of such Investments when aggregated with Investments in Foreign Subsidiaries made pursuant to Section 7.03(f) and Investments made pursuant to Section 7.03(g) shall not exceed $10,000,000 in the aggregate; and provided further that all Investments made in Persons that are not Loan Parties prior to such Investment shall be subject to the provisions of Section 7.03(f); (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorsordinary course; (e) Guarantees permitted by Section 7.02; (f) Promissory notes, earn-outs, the purchase or other contingent payment obligations and acquisition of Equity Interests or other non-cash consideration received by the Borrower property or any of its Subsidiaries as partial payment of the total consideration assets of any Disposition Person; provided that, with respect to each purchase or other acquisition made in accordance with pursuant to this Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities;7.03(f): (i) Investments existing on in the date hereof and set forth on Schedule 7.02; case of an acquisition or purchase of Equity Interests, including as a result of a merger or consolidation, (jA) Investments by the Parent, the entity in investmentwhich such Investment is being made will be a Wholly-grade issuers that are held Owned Subsidiary of the Parent, (B) by the Borrower or any Subsidiary of the Borrower, the entity in which such Investment is being made will be a Wholly-Owned Subsidiary of the Borrower, and (C) by a MLP Subsidiary Guarantor, the entity in which such Investment is being made will be a Wholly-Owned Subsidiary of one or more MLP Subsidiary Guarantors or a Subsidiary that is Wholly-Owned directly by the Parent and one or more MLP Subsidiary Guarantors; (ii) any such newly-created or acquired Subsidiary shall comply with the requirements of Section 6.12; (iii) the lines of business of the Person to be (or the property so purchased or otherwise acquired) shall be consistent with the provisions of Section 7.07; (iv) such purchase or other acquisition shall not longer than eighteen monthsinclude or result in any contingent liabilities that could reasonably be expected to be material to the business, financial condition, operations or prospects of the Parent and its Subsidiaries, taken as a whole (as determined in good faith by the Board of Supervisors of the Parent or the board of directors (or the persons performing similar functions) of such Subsidiary if the Board of Supervisors or the board of directors (or the persons performing similar functions) is otherwise approving such transaction; (A) immediately before and immediately after giving pro forma effect to any such purchase or other acquisition, no Default shall have occurred and be continuing and (B) immediately after giving effect to such purchase or other acquisition, the Borrower and its Subsidiaries and the Parent and its Subsidiaries shall be in pro forma compliance with all of the covenants set forth in Section 7.11, such compliance to be determined on the basis of the financial information most recently delivered to the Administrative Agent and the Lenders pursuant to Section 6.01(a), (b), (c) or (d) as though such purchase or other acquisition had been consummated as of the first day of the fiscal period covered thereby; provided, however, if (1) the total cash and noncash consideration (including the fair market value of all Equity Interests issued or transferred to the sellers thereof, all indemnities, earnouts and other contingent payment obligations to, and the aggregate amounts paid or to be paid under noncompete, consulting and other affiliated agreements with, the sellers thereof, all write-downs of property and reserves for liabilities with respect thereto and all assumptions of debt, liabilities and other obligations in connection therewith) paid for any such purchase or other acquisition, exceeds $250,000,000 and (2) the Total Consolidated Leverage Ratio as determined on a pro forma basis after giving effect to such purchase or acquisition is in excess of 4.75 to 1.00 (or if such purchase or acquisition is during an Acquisition Period, 5.00 to 1.00), the consent of the Required Lenders shall be required; (vi) in the case of (A) a purchase or acquisition of Equity Interests of another Person, (B) a purchase or other acquisition of assets of another Person that constitutes a business unit or all or a substantial part of the business, of another Person, or (C) a purchase or other acquisition of assets of another Person where the total aggregate cash and non-cash consideration paid for such purchase or other acquisition exceeds $25,000,000 (each Investment described in the foregoing clauses (A) through (C), a “Reportable Investment”), within a reasonable time prior to such purchase or acquisition, the Administrative Agent shall have received a copy of the executed purchase agreement (or, in the event that the purchase agreement is not being executed until closing, then a substantially complete unexecuted version of the purchase agreement, with the copy of the executed purchase agreement to follow promptly upon closing of such acquisition) for such purchase or acquisition, the anticipated amount to be borrowed in order to consummate such purchase or acquisition, and such other information related to such purchase or acquisition as the Administrative Agent shall reasonably request; (vii) in the case of Investments in a Foreign Subsidiary made pursuant to this Section 7.03(f), the amount of such Investments when aggregated with Investments in Foreign Subsidiaries made pursuant to Section 7.03(c) and Investments made pursuant to Section 7.03(g) shall not exceed $10,000,000 in the aggregate; and (kviii) in the case of a Reportable Investment, the Parent shall have delivered to the Administrative Agent, at least five Business Days (or such shorter period of time as may be agreed by the Administrative Agent) prior to the date on which any such purchase or other acquisition is to be consummated, a certificate of a Responsible Officer, in form and substance reasonably satisfactory to the Administrative Agent and the Required Lenders, certifying that the requirements set forth in this clause (f) have been satisfied or will be satisfied on or prior to the consummation of such purchase or other acquisition; and (g) Investments not otherwise permitted hereunder by this Section 7.03 in an amount, when aggregated with Investments made in Foreign Subsidiaries pursuant to Sections 7.03(c) and 7.03(f), not exceeding the greater of (i) to exceed $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, 10,000,000 in the aggregate at any timeaggregate.

Investments. Make Neither the Company nor any Investments, of its Subsidiaries shall directly or indirectly make or own any Investment except: (a) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term Investmentsand Cash Equivalents; (b) loans Permitted Existing Investments in an amount not greater than the amount thereof on the Effective Date; (c) Investments in trade receivables or received in connection with the bankruptcy or reorganization of suppliers and advances to officerscustomers and in settlement of delinquent obligations of, directors and employees other disputes with, customers and suppliers arising in the ordinary course of business; (d) Investments consisting of deposit accounts maintained by the Borrower Company and its Subsidiaries; (e) Investments consisting of non-cash consideration from a sale, assignment, transfer, lease, conveyance or other disposition of property permitted by Section 6.02; (f) Investments in any of its consolidated Subsidiaries (other than joint ventures) or in the Company; (g) Investments in joint ventures and nonconsolidated Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary50,000,000; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authoritiesconstituting Permitted Acquisitions; (i) Investments existing on the date hereof and set forth on Schedule 7.02constituting Indebtedness permitted by Section 6.01 or Contingent Obligations permitted by Section 6.05; (j) Investments in investment-grade issuers that are held the SPVs (a) required in connection with any Permitted Receivables Facility Documents and (b) resulting from the transfers permitted by Section 6.02(c); (k) deposits, prepayments and other credits to suppliers, lessors and landlords made in the ordinary course of business; (l) advances by the Borrower Company or any Subsidiary to employees in the ordinary course of business consistent with past practices for travel and entertainment expenses, relocation costs and similar purposes; (m) Investments in the form of Swap Agreements to the extent permitted under Section 6.15; (n) Investments by a Subsidiary of the Company that is not longer than eighteen monthsa Loan Party in any Loan Party or in any other such Subsidiary that is also not a Loan Party; and (ko) other Investments in addition to those referred to elsewhere in this Section 6.04 in an aggregate amount not otherwise permitted hereunder and not exceeding to exceed the greater of (i) $50,000,000 and (ii) 2.54.0% of Consolidated Tangible Assets, in the aggregate at any time.

Investments. Make Each Credit Party will not, and will not permit any Investmentsof its Subsidiaries to, purchase, make, incur, assume or permit to exist any Investment in any other Person, including the formation, creation or acquisition of any Subsidiary, except:: ​ (a) Investments held by existing on the Borrower Closing Date or, on and after the Third Amendment Initial Funding Date, the Third Amendment Initial Funding Date and identified in Schedule 9.05; ​ (b) Investments in cash and Cash Equivalents; ​ (c) Investments received in connection with the bankruptcy or such Subsidiary reorganization of, or settlement of delinquent accounts and disputes with, customers and suppliers, in each case in the form ordinary course of cashbusiness; ​ (d) Investments by way of contributions to capital or purchases of Capital Stock (i) by any Credit Party in any of its Subsidiaries that are Credit Parties or by any Subsidiary that is not a Credit Party in any Credit Party; provided that such Investment is in compliance with Section 9.01(h) in the event such Investment constitutes Indebtedness of the party making such Investment, cash equivalents and (ii) by any Credit Party in any Subsidiary that is not a Credit Party in an aggregate amount at any time not to exceed, when combined with the aggregate principal amount of Indebtedness incurred pursuant to Section 9.01(h)(iv), $500,000; ​ (e) Investments constituting (i) accounts receivable arising, (ii) trade debt granted, or other Short Term Investments(iii) deposits made in connection with the purchase price of goods or services, in each case in the ordinary course of business; (bf) any agreement by any Credit Party to accept a deferred portion of the sales price in connection with any Disposition permitted under Section 9.04; ​ (g) Permitted Acquisitions; ​ (h) intercompany Indebtedness permitted pursuant to Section 9.01(h), so long as the applicable Persons have complied with the requirements set forth in such Section; ​ (i) the maintenance of deposit accounts in the ordinary course of business so long as the applicable provisions of Section 8.12 have been complied with in respect of such deposit accounts; ​ (j) Guarantee Obligations to the extent permitted by Section 9.01(f); (k) loans and advances to officers, directors and employees of the Borrower or any of its Subsidiaries Credit Party for reasonable and customary business related travel expenses, entertainment expenses, moving expenses and similar expenses, in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (e) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit each case incurred in the ordinary course of business, in an aggregate outstanding principal amount at any time not to exceed $500,000; ​ (l) Investments consisting of loans made in lieu of Restricted Payments which are otherwise permitted under Section 9.07; ​ (m) deposits, prepayments and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors other credits to suppliers and Investments in account debtors received deposits in connection with lease obligations, taxes, insurance and similar items, in each case made in the ordinary course of ​ ​ business and securing Contractual Obligations of a proceeding under any Debtor Relief Laws Credit Party, in settlement of each case to the obligations of account debtors;extent constituting a Permitted Lien; and ​ (n) obligations under Hedging Agreements permitted under Section 9.12. ​ provided that no Investment otherwise permitted under clauses (d)(ii), (f) Promissory notes), earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen months; and (k) other Investments not otherwise shall be permitted hereunder to be made if, at the time of making any such Investment, any Default or Event of Default has occurred and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any time.is continuing or would result therefrom. ​

Investments. Make Not, and not suffer or permit any InvestmentsLoan Party or any other Subsidiary to, exceptmake or permit to exist, any Investment in any other Person, except the following: (a) Investments held by (i) between or among the Borrower or and the Loan Parties that are Wholly-Owned Subsidiaries; (ii) by Subsidiaries that are not Loan Parties in Loan Parties; provided that such Subsidiary Investments permitted by this clause (ii) shall be limited to unsecured Debt subordinated in right of payment to the payment in full of the Obligations pursuant to the terms of a subordination agreement acceptable to Agent; (iii) by Subsidiaries that are not Loan Parties in Subsidiaries that are not Loan Parties; and (iv) by Holdings in the form of cash, cash equivalents or other Short Term Investments;Borrower (b) loans and advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesInvestments constituting Debt permitted by Section 7.1(c); (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another SubsidiaryContingent Obligations constituting Debt permitted by Section 7.1; (d) Permitted AcquisitionsCash and Cash Equivalent Investments; (e) Investments consisting existing as of the Closing Date and set forth in Section 7.10 of the Disclosure Letter; (f) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees notes payable, or stock or other securities issued by an account debtor pursuant to settlement in the ordinary course of the Borrower business of such account debtor’s accounts receivable owing to Holdings or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiaryits Subsidiaries; (h) Investments comprised consisting of non-cash loans to employees, officers, directors or consultants for the purpose of purchasing Capital Stock of Holdings so long as the proceeds of such loans are used entirely to pay the purchase price of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authoritiessuch Capital Stock; (i) Investments existing on consisting of loans or advances to employees, officers and directors of a Loan Party for reasonable travel and entertainment expenses and reasonable relocation costs and expenses and other ordinary business purposes; provided, however, that the date hereof and set forth on Schedule 7.02;aggregate outstanding principal amount of all loans permitted pursuant to this clause (i) shall not exceed $250,000 at any time; and (j) other Investments in investment-grade issuers that are held by the Borrower or any Subsidiary an aggregate amount not longer than eighteen months; and (k) other Investments not otherwise permitted hereunder and not exceeding the greater of (i) to exceed $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate 250,000 at any timetime outstanding.

Investments. Make any Investments, except: (ai) Investments held by the Borrower or such Subsidiary in the form of cashcash and Cash Equivalents, (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, cash equivalents in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other Short disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Revolving Loan Facility, the U.S. Cellular Revolving Facility or the U.S. Cellular Term InvestmentsLoan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (b) loans and advances to officers, directors and employees of the Borrower or any of its Subsidiaries in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposes; (c) Investments of the Borrower in any Subsidiary and Investments of any Subsidiary in the Borrower or in another Subsidiary; (d) Permitted Acquisitions; (ev) 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, business and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection consistent with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen monthspast practices; and (kvi) the CoBank Equities and any other stock or securities of, or Investments not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assetsin, in the aggregate at any time.CoBank or investment services or programs;

Investments. Make any advance, loan, extension of credit (by way of guaranty or otherwise) or capital contribution of cash or other property to, or purchase any Capital Stock, bonds, notes, debentures or other debt securities of, or any assets constituting a business unit of, or make any other investment in, any Person (all of the foregoing, “Investments”), except: (a) Investments held by extensions of trade credit and the Borrower or such Subsidiary conversion of overdue trade receivables into notes receivables, in each case in the form ordinary course of cash, cash equivalents or other Short Term Investmentsbusiness; (b) Investments in Cash Equivalents; (c) Guarantee Obligations permitted by Section 6.02; (d) loans and advances to officers, directors and employees of any Group Member in the ordinary course of business (including for travel, entertainment and relocation expenses or pursuant to any Plan) in an aggregate amount for all Group Members not to exceed $10,000,000 at any one time outstanding; (e) Investments consisting of Permitted Net Cash Proceeds Reinvestments made by any Group Member with the proceeds of any Reinvestment Deferred Amount; (f) Investments permitted by Sections 6.04(a), (b) and (e); (g) Investments consisting of Intercompany Loans permitted under Sections 6.02(b), (k), (t) and (u); (i) Investments by any Loan Party in any Excluded Subsidiary existing on the Closing Date, (ii) additional Investments by any Loan Party in any Excluded Subsidiary in an aggregate outstanding amount not to exceed on any date the Intercompany Basket in effect at such date (calculated after giving effect to all proposed Investments to be made on such date pursuant to this Section 6.08(h)(ii)); provided that the aggregate amount of Investments (other than Intercompany Loans) made pursuant to this Section 6.08(h)(ii) and outstanding on any date shall not exceed the Intercompany Basket Sublimit on such date, (iii) from and after the Tranche A Term Loan Repayment Date, Investments by any Loan Party in an Excluded Subsidiary, and (iv) Investments in a Foreign Subsidiary for the purpose of complying with local statutory capitalization requirements in such Foreign Subsidiary’s host jurisdiction; (i) Investments by (i) any Group Member in the Borrower or any Person that, prior to such investment, is a Guarantor and (ii) any Subsidiary that is not a Guarantor in any Group Member; (i) Investments consisting of the Capital Stock of any Person acquired pursuant to any Joint Venture Put Obligation and (ii) Investments (other than Investments described in clause (i)) in Joint Ventures, including without limitation, Investments in new Joint Ventures, the purchase of ownership interests in Joint Ventures from Persons that are not Group Members and increases in the ownership interest of any Group Member in Joint Ventures, in an aggregate outstanding amount not to exceed at any date the Joint Venture Basket in effect on such date; (k) Permitted Acquisitions; (l) (i) Investments outstanding on the date hereof and listed on Schedule 6.08(l), (ii) equity Investments of any Group Member in any other Group Member and arising solely as a result of the recharacterization as an equity investment of any Intercompany Loan permitted by Section 6.02 and (iii) Investments in the form of notes issued by the “Trust” (as defined in the Reorganization Plan) to the Borrower pursuant to the Reorganization Plan, as follows: (x) a note in the face amount of $125,000,000 issuable pursuant to Section 8.3.5 of the Reorganization Plan and (y) a note in the face amount of $140,000,000 issuable pursuant to Section 8.22 of the Reorganization Plan; (m) Investments by any Group Member made on or after the Closing Date in existing or potential suppliers and customers from whom the Borrower reasonably expects to obtain a material commercial benefit, in an aggregate amount (valued at cost) not to exceed $25,000,000 at any one time outstanding; (n) Investments by any Group Member of any Restricted Payment received by such Person that consists of equity interests in a Subsidiary; provided that if the initial payor of any such Restricted Payment is a Guarantor, then the ultimate recipient of such Restricted Payment shall also be a Guarantor; (o) Investments by any Group Member necessary to effect the Tax Restructuring; (p) Investments in notes receivable payable to any Group Member by the purchasers of assets purchased pursuant to Dispositions permitted under Section 6.05; (q) Investments by the Borrower in any Subsidiary consisting of the issuance of Letters of Credit hereunder (and the incurrence by the Borrower of Indebtedness hereunder with respect thereto) to support obligations of such Subsidiary; (r) Investments by a U.K. Subsidiary in another U.K. Subsidiary in connection with the Company Voluntary Arrangements; (s) Investments by the Borrower or any of its Subsidiaries in connection with the Anticipated Japanese Consolidation in an aggregate amount not to exceed $10,000,000 10,000,000; (t) Investments not otherwise permitted under paragraphs (a) through (s) of this Section 6.08 so long as (i) prior to the making of any such Investment, the Borrower shall have delivered to the Administrative Agent a certificate of a Responsible Officer, certifying that such Investment has been approved by a Board Majority and (ii) immediately after the consummation of any such Investment, the Revolving Credit Facility Availability shall be equal to at least $200,000,000; it being understood that at any time outstandingat which any Investments made pursuant to this Section 6.08(t) with respect to any Person constitutes an Acquisition, for travel, entertainment, relocation, payroll, office equipment, tuition such Acquisition must also constitute a Permitted Acquisition and analogous ordinary business purposescomply with the definition thereof; (cu) Investments not otherwise permitted under the foregoing paragraphs (a) through (t) of the Borrower this Section 6.08, but excluding Investments in any Subsidiary and Investments of any Subsidiary in the Borrower Joint Ventures or in another Subsidiary; (d) Permitted Acquisitions; (e) Investments consisting of extensions of credit Excluded Subsidiaries, in an aggregate outstanding amount not to exceed on any date the nature of accounts receivable or notes receivable arising from the grant of trade credit General Investment Basket in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing effect on the date hereof and set forth on Schedule 7.02; (j) Investments in investment-grade issuers that are held by the Borrower or any Subsidiary not longer than eighteen monthssuch date; and (kv) other On any date, Investments not otherwise permitted hereunder and under (a) through (u) of this Section 6.08 in an aggregate outstanding amount not exceeding to exceed on any date the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate at any timeProceeds Investment Basket on such date.

Investments. Make Make, or permit any Subsidiary (other than any Subsidiary Outside Company) to make, any Investments, except: (a) Investments held by the Borrower or such Subsidiary in the form of cash, cash equivalents or other Short Term InvestmentsCash Equivalents; (b) loans Investments outstanding on the Closing Date and advances to officers, directors and employees of the Borrower or any of its Subsidiaries set forth in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesSchedule 7.02; (c) Investments in Portfolio Companies constituting Qualified Intercompany Debt; provided that, in the case of (i) the Borrower initial incurrence of Qualified Intercompany Debt by a Portfolio Company, (ii) any subsequent incurrence of Qualified Intercompany Debt in connection with the consummation of add-on Acquisitions of Targets by a Portfolio Company, or (iii) any Subsidiary incurrence of Qualified Intercompany Debt by a Portfolio Company in connection with a recapitalization (which shall not include an incurrence of Qualified Intercompany Debt solely to finance a redemption of preferred equity that is permitted hereunder) of such Portfolio Company involving an increase to the amount of Qualified Intercompany Debt of such Portfolio Company, the Administrative Agent has received projections and Investments other financial data reasonably acceptable to the Administrative Agent which demonstrates that, after giving effect to the incurrence of any Subsidiary in such Qualified Intercompany Debt by a Portfolio Company (and, as applicable, the Borrower Acquisition or in another Subsidiaryrecapitalization transaction related thereto), (A) such Portfolio Company is Solvent and (B) the Portfolio Company Leverage Ratio for such Portfolio Company, calculated on a Pro Forma Basis, is not greater than 5.00 to 1.00; (d) Permitted Acquisitionscontributions by the Borrower to the capital of a Portfolio Company or a Subsidiary Outside Company, so long as all of the Equity Interests in such Portfolio Company or Subsidiary Outside Company owned by the Borrower have been pledged to the Administrative Agent to secure the Obligations in accordance with the terms of the Loan Documents; (e) Investments of Indebtedness (i) in Subsidiary Outside Companies, so long as the instruments evidencing any such Indebtedness have been pledged to the Administrative Agent to secure the Obligations in accordance with the terms of the Loan Documents, and (ii) by any Portfolio Company organized in Canada in its operating company Subsidiaries; (f) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments to the extent reasonably necessary in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower order to prevent or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f)limit loss; (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiarypermitted by Section 7.03; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental AuthoritiesPermitted Eligible Acquisitions and Permitted Ineligible Acquisitions; (i) equity Investments existing on held in a Non-Subsidiary Outside Company made prior to (and as in existence as of) the date hereof upon which such Person first became a Non-Subsidiary Outside Company that were permitted under this Agreement at the time made (it being agreed and set forth on Schedule 7.02understood that no further Investments may be made in such Non-Subsidiary Outside Company); (j) Investments in investment-grade issuers that are held advances by the Borrower or such Subsidiary to its employees, officers or directors in the ordinary course of business; (k) the acquisition by the Borrower of Equity Interests of any Portfolio Company from minority shareholders of such Portfolio Company; provided that (i) no Default or Event of Default is in existence or would occur after giving effect to such acquisition; and (ii) immediately after consummation of such acquisition and the incurrence of any Loans and other Indebtedness in connection therewith, (A) the sum of (x) all cash and Cash Equivalents of the Borrower on deposit in an account that is with the Administrative Agent or is subject to a Qualifying Control Agreement plus (y) Unused Borrowing Availability shall be not less than $25,000,000; and (B) the Borrower shall be in compliance on a Pro Forma Basis with the covenants set forth in Section 7.11 recomputed for the twelve-month period ending on the last day of the most recently ended month for which a Compliance Certificate has been delivered to the Administrative Agent in accordance with the provisions of this Agreement; (l) equity Investments outstanding on the Closing Date held in Subsidiaries; (m) non-cash consideration received in a Disposition permitted under Section 7.05; (n) Investments consisting of Loans made by any Portfolio Company in any Subsidiary of such Portfolio Company; provided that, if such Portfolio Company has Qualified Intercompany Debt, such Subsidiary guaranties and provides collateral for the Qualified Intercompany Debt of such Portfolio Company pursuant to the relevant Qualified Intercompany Debt Documents; (o) tax equity Investments by Portfolio Companies in an aggregate amount not longer than eighteen monthsto exceed the sum of $50,000,000 plus the amount of any tax credits received by such Portfolio Company as consideration for such Investment that are available to be utilized by such Portfolio Company for its then current tax year; and (kp) other Investments not otherwise permitted hereunder and not exceeding the greater of provided that (i) $50,000,000 such Investments are not funded with the proceeds of Loans and (ii) 2.5% of Consolidated Tangible Assets, in the aggregate outstanding principal amount of all such Investments shall not exceed $50,000,000 at any time.

Investments. Make The Credit Parties shall not and shall not cause or permit their Subsidiaries to directly or indirectly make or own any Investments, Investment in any Person except: (a) Investments held by the Borrower or such Subsidiary in Cash Equivalents subject to Control Agreements in favor of Agent (or, in the form case of cashCanadian Borrower, cash equivalents or other Short Term InvestmentsCanadian Agent); (b) loans to other Credit Parties to the extent permitted under Section 3.1, and advances to officers, directors Holdings and employees of the Borrower or any of its Subsidiaries may be holders of Indebtedness described in an aggregate amount not to exceed $10,000,000 at any time outstanding, for travel, entertainment, relocation, payroll, office equipment, tuition and analogous ordinary business purposesSection 3.5(b)(ii); (c) Investments of the Borrower in any Subsidiary Borrowers and Investments of any Subsidiary their Subsidiaries may make loans and advances to employees for moving, entertainment, travel and other similar expenses in the Borrower ordinary course of business and for the purchase of common Stock and options not to exceed $5,000,000 or the Dollar Equivalent thereof in another Subsidiarythe aggregate at any time outstanding; (d) Permitted AcquisitionsBorrowers and their Subsidiaries may acquire and hold receivables owing to any of them, if created or acquired in the ordinary course of business and payable or dischargeable in accordance with customary trade terms (including the dating of receivables) of any such Borrower or any such Subsidiary; (e) Investments consisting Borrowers and their Subsidiaries may acquire and own investments (including debt obligations and equity securities) received in connection with the bankruptcy or reorganization of extensions suppliers and customers and in settlement of credit in the nature of accounts receivable or notes receivable delinquent obligations of, and other disputes with, customers and suppliers arising from the grant of trade credit in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtors; (f) Promissory notes, earn-outs, other contingent payment obligations Interest Rate Agreements and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made hedging agreements entered into in accordance compliance with Section 7.04(f)3.1 shall be permitted; (g) Guarantees Investments in existence on the Closing Date and listed on Schedule 3.3 shall be permitted, without giving effect to any additions thereto or replacements thereof, it being understood that any additional Investments made with respect to such existing Investments shall be permitted only if independently permitted under the other provisions of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiarythis Section 3.3; (h) Investments comprised Holdings, any Borrower or any Subsidiary of the purchase Holdings or any Borrower may acquire and hold obligations of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authoritiesofficers or other employees of Holdings or any Borrower or any Subsidiary of Holdings or any Borrower in connection with such officers’ or employees’ acquisition of shares of Holdings common Stock, so long as no cash is actually advanced by Holdings or any Borrower or any Subsidiary of Holdings or any Borrower to such officers or employees in connection with the acquisition of any such obligations; (i) Investments existing on the date hereof any Borrower and set forth on Schedule 7.02any of its Wholly-Owned Domestic Subsidiaries may make Permitted Acquisitions; (j) Holdings, Borrowers and their Subsidiaries may own the Stock of their respective Subsidiaries in existence on the Closing Date (after giving effect to the Related Transactions) or created or acquired in accordance with the terms of this Agreement (so long as all amounts invested in such Subsidiaries are independently justified under another provision of this Section 3.3); (k) Borrowers and their Subsidiaries may make advances in the form of a prepayment of expenses, so long as such expenses were incurred in the ordinary course of business and are being paid in accordance with customary trade terms of such Borrower or such Subsidiary; (l) (i) any Credit Party may make cash equity contributions to any other Credit Party that is a Wholly-Owned Domestic Subsidiary of the Person making such contribution other than Inactive Subsidiaries and (ii) any Credit Party may make non-cash equity contributions to any other Credit Party that is a Wholly-Owned Subsidiary of the Credit Party making such contribution other than Inactive Subsidiaries, so long as any security interest granted to the Agent for the benefit of Lenders in any assets so contributed (or in any deposit accounts or securities accounts in which such assets are held) shall remain in full force and effect and be perfected (to at least the same extent as in effect immediately prior to such contribution) and all actions required to maintain said perfected status have been taken; provided, that the aggregate cash equity contributions by U.S. Borrower to Canadian Borrower (net of distributions by Canadian Borrower to U.S. Borrower) after the Closing Date together with the intercompany loans permitted under Section 3.1(b)(iv) shall not exceed $25,000,000 or the Dollar Equivalent thereof at any time; (m) Investments in investment-grade issuers that are held joint ventures, including increased Investments in Existing Joint Ventures, not to exceed $25,000,000 in the aggregate plus any proceeds actually received by the Borrower respective investor in respect of Investments theretofore made by it pursuant to this paragraph (m); provided, that Credit Parties shall promptly take all steps reasonably necessary to enable Agent to obtain first priority perfected Liens on such Investments including the Stock of any joint venture owned by a Credit Party; (n) Investments in promissory notes and other evidence of Indebtedness received as partial consideration for any Asset Dispositions and any other transaction that would be an Asset Disposition but for the operation of clause (b)(3) of the definition of Asset Disposition; (o) Investments which may be made subject to the conditions applicable to Permitted Distributions set forth in Section 3.5(d); provided, that, the aggregate amount of such Investments (net of returns on such Investments), as of any date of determination, shall not exceed the amount of Permitted Distributions permitted pursuant to Section 3.5(d) as of such date, shall reduce the amount of Permitted Distributions which may be made pursuant to Section 3.5(d) and the amount of Subordinated Debt which may be prepaid pursuant to Section 3.17(iii) on a dollar-for-dollar basis, and the Credit Parties shall promptly take all steps reasonably necessary to enable Agent to obtain first priority perfected Liens on such Investments, including the Stock of any joint venture owned or any Subsidiary not longer than eighteen monthsacquired by a Credit Party; and (kp) other Investments in an aggregate amount (valued at the time of the making thereof, and without giving effect to any write-downs or write-offs thereof) not otherwise permitted hereunder and not exceeding to exceed $45,000,000 (plus any proceeds actually received by the greater respective investor in respect of Investments theretofore made by it pursuant to this paragraph (i) $50,000,000 and (ii) 2.5% p)); provided, that the Credit Parties shall promptly take all steps reasonably necessary to enable Agent to obtain first priority perfected Liens on such Investments, including the Stock of Consolidated Tangible Assets, in the aggregate at any timejoint venture owned or acquired by a Credit Party.

Investments. Make or hold any Investments, except: (a) Investments held by the Borrower or such Subsidiary Borrowers and their Subsidiaries in the form of cash, cash equivalents or other Short Term InvestmentsCash Equivalents; (b) Investments consisting of advances or loans and advances to directors, officers, directors and employees of the Borrower employees, agents, customers or any of its Subsidiaries suppliers in an aggregate principal amount (including Investments of such type set forth in Schedule 5.08(c)) not to exceed $10,000,000 100,000 at any time outstanding; provided, for travelthat all such advances must be in material compliance with applicable Laws, entertainmentincluding, relocationbut not limited to, payrollthe ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, office equipment, tuition and analogous ordinary business purposesas amended; (c) Investments of the Borrower in any Subsidiary Person which is a Borrower prior to giving effect to such Investment and Investments (whether constituting acquisitions or otherwise) in wholly-owned Subsidiaries of any Subsidiary a Borrower (or Persons that will, immediately upon the consummation of such Investment, be wholly-owned Subsidiaries of a Borrower) or in the Borrower assets of such Persons, to the extent such Investments are made in Persons or in another SubsidiaryProperty relating to the types of businesses which are not prohibited by Section 7.07 hereof; (d) Permitted Acquisitions; (e) 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 Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and Investments to the extent reasonably necessary in account debtors received in connection with a proceeding under any Debtor Relief Laws in settlement of the obligations of account debtorsorder to prevent or limit loss; (e) Guarantees permitted by Section 7.02; (f) Promissory notes, earn-outs, other contingent payment obligations and other non-cash consideration received by the Borrower or any of its Subsidiaries as partial payment of the total consideration of any Disposition made in accordance with Section 7.04(f); (g) Guarantees of the Borrower or any Subsidiary in respect of Indebtedness of the Borrower or any Subsidiary; (h) Investments comprised of the purchase of receivables from other energy marketers as required from time to time by one or more applicable Governmental Authorities; (i) Investments existing on the date hereof and set forth on Schedule 7.025.08(c); (g) Investments in (i) undeveloped/speculative land (valued at cost for purposes of this clause (g)) with an aggregate value not greater than ten percent (10.0%) of Total Asset Value; (ii) Investments in Real Properties with respect to which Development Activities are being undertaken by the applicable owner thereof (valued at cost; provided, that all costs and expenses associated with all existing Development Activities (budget to completion) shall be included in determining the aggregate Investment of the Consolidated Parties with respect to such activities) with an aggregate value not greater than ten percent (10.0%) of Total Asset Value; (iii) Real Properties that, as of the date of acquisition, are not subject to a Borrowing Base Lease (valued at book value); and (iv) in non-wholly owned general and limited partnerships, joint ventures and other Persons which are not corporations (valued at book value); provided, however, that the collective aggregate value of the Investments owned pursuant to items (i) through (iv) above (which such valuation shall include any Investments set forth on Schedule 5.08(c) to the extent such Investments are still owned by a Borrower or Subsidiary) shall not at any time exceed twenty-five percent (25.0%) of Total Asset Value; (h) Deposits made in the ordinary course of business; (i) Investments constituting the acquisition of Real Property which are intended to be and subsequently qualified as Borrowing Base Properties within forty-five (45) days of the date of the acquisition thereof (but until qualified as Borrowing Base Properties, such Real Properties shall otherwise, if applicable, be counted toward the bucket set forth in clause (g)(iii) above); (j) any Investments received in investment-grade issuers compromise of obligations of trade creditors or customers that are held by were incurred in the Borrower ordinary course of business, including pursuant to any plan of reorganization or similar arrangement upon the bankruptcy or insolvency of any Subsidiary not longer than eighteen monthstrade creditor or customer; and (k) any other Investments in an aggregate amount not otherwise permitted hereunder and not exceeding the greater of (i) $50,000,000 and (ii) 2.5% of Consolidated Tangible Assetsto, in the aggregate at any time, exceed $25,000,000, so long as immediately prior to and immediately after making any such Investment, no Default exists or would reasonably be expected to exist, including a Default resulting from a failure to comply with the covenant in Section 7.07.