Common use of Liens; Negative Pledges; Other Matters Clause in Contracts

Liens; Negative Pledges; Other Matters. (a) The Borrower shall not, and shall not permit any Continuing Subsidiary or FGR to, create, assume, incur or permit to exist any Lien (other than Permitted Liens) upon any of its properties, assets, income or profits of any character whether now owned or hereafter acquired. (b) The Borrower shall not, and shall not permit any Continuing Subsidiary or FGR to, enter into, assume or otherwise be bound by any Negative Pledge except for a Negative Pledge contained in any agreement (i) evidencing Indebtedness which the Borrower or such Subsidiary may create, incur, assume, or permit or suffer to exist under Section 9.3.; (ii) which Indebtedness is secured by a Lien permitted to exist hereunder, (iii) which prohibits the creation of any other Lien on only the property securing such Indebtedness as of the date such agreement was entered into, and (iv) entered into by Jige International and Boniface Engineering, Ltd. with respect to any assets securing any Indebtedness permitted by Section 9.3.(k) or (l) hereof. (c) The Borrower shall not, and shall not permit any Continuing Subsidiary or FGR to, create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any Subsidiary to: (i) pay dividends or make any other distribution on any of such Subsidiary's capital stock or other Equity Interests owned by the Borrower or any Subsidiary; (ii) pay any Indebtedness owed to the Borrower or any Subsidiary; (iii) make loans or advances to the Borrower or any Subsidiary; or (iv) transfer any of its property or assets to the Borrower or any Subsidiary. (d) The Borrower shall not permit the Discontinued Subsidiaries (other than FGR) to have any ongoing business operations.

Liens; Negative Pledges; Other Matters. (a) The Borrower shall not, and shall not permit any Continuing Subsidiary or FGR other Loan Party to, create, assume, or incur or permit to exist any Lien (other than Permitted Liens) upon any of its properties, assets, income or profits of any character whether now owned or hereafter acquiredacquired if as a result of the creation, assumption or incurring of such Lien, a Default or Event of Default is or would be caused thereby or any other Major Default or Event of Default is then in existence, including without limitation, a Default or Event of Default resulting from a violation of any of the covenants contained in Section 9.1. (b) The Borrower shall not, and shall not permit any Continuing Subsidiary or FGR other Loan Party to, enter into, assume or otherwise be bound by any Negative Pledge except for a Negative Pledge contained in any agreement (i) evidencing Indebtedness which the Borrower or such Subsidiary may create, incur, assume, or permit or suffer to exist under Section 9.3.; (ii) which Indebtedness is secured by a Lien permitted to exist hereunder, hereunder and (iii) which prohibits the creation of any other Lien on only the property securing such Indebtedness as of the date such agreement was entered into, and (iv) entered into by Jige International and Boniface Engineering, Ltd. with respect to any assets securing any Indebtedness permitted by Section 9.3.(k) or (l) hereof. (c) The Borrower shall not, and shall not permit any Continuing Subsidiary or FGR other Loan Party to, create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any Subsidiary (other than an Excluded Subsidiary) to: (i) pay dividends or make any other distribution on any of such Subsidiary's capital stock or other Equity Interests equity interests owned by the Borrower or any Subsidiary; (ii) pay any Indebtedness owed to the Borrower or any Subsidiary; (iii) make loans or advances to the Borrower or any Subsidiary; or (iv) transfer any of its property or assets to the Borrower or any Subsidiary other than, in the case of any Subsidiary that is not a Wholly Owned Subsidiary, limitations arising after the date hereof to the effect that any such dividends, distributions, loans, advances or transfers of property must be on fair and reasonable terms and on an arm's length basis. (d) The Borrower shall not permit the Discontinued Subsidiaries (other than FGR) to have any ongoing business operations.

Liens; Negative Pledges; Other Matters. (a) The Borrower Borrowers shall not, and shall not permit any Continuing other Loan Party or any other Subsidiary or FGR to, create, assume, or incur or permit to exist any Lien (other than Permitted Liens) upon any of its properties, assets, income or profits of any character whether now owned or hereafter acquiredacquired if immediately prior to the creation, assumption or incurring of such Lien, or immediately thereafter, a Default or Event of Default is or would be in existence, including without limitation, a Default or Event of Default resulting from a violation of any of the covenants contained in Section 9.1. (b) The Borrower Borrowers shall not, and shall not permit any Continuing other Loan Party or any other Subsidiary or FGR to, enter into, assume or otherwise be bound by any Negative Pledge except for a Negative Pledge contained in any (i) an agreement (ix) evidencing Indebtedness which the Borrower such Borrower, Loan Party or such Subsidiary may create, incur, assume, or permit or suffer to exist under Section 9.3.; , (iiy) which Indebtedness is secured by a Lien permitted to exist hereunderunder the Loan Documents, and (iiiz) which prohibits the creation of any other Lien on only the property securing such Indebtedness as of the date such agreement was entered into, and (iv) entered into by Jige International and Boniface Engineering, Ltd. with respect to any assets securing any Indebtedness permitted by Section 9.3.(k) ; or (lii) hereofin an agreement relating to the sale of a Subsidiary or assets pending such sale, provided that in any such case the Negative Pledge applies only to the Subsidiary or the assets that are the subject of such sale. (c) The Borrower Borrowers shall not, and shall not permit any Continuing other Loan Party or any other Subsidiary or FGR to, create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any Subsidiary (other than an Excluded Subsidiary) to: (i) pay dividends or make any other distribution on any of such Subsidiary's capital stock or other Equity Interests equity interests owned by the a Borrower or any Subsidiary; (ii) pay any Indebtedness owed to the a Borrower or any Subsidiary; (iii) make loans or advances to the a Borrower or any Subsidiary; or (iv) transfer any of its property or assets to the a Borrower or any Subsidiary. (d) The Borrower shall not permit the Discontinued Subsidiaries (other than FGR) to have any ongoing business operations.

Liens; Negative Pledges; Other Matters. (a) The Parent and the Borrower shall not, and shall not permit any Continuing other Loan Party or any other Subsidiary or FGR to, create, assume, or incur or permit to exist any Lien (other than Permitted Liens) upon any of its their respective properties, assets, income or profits of any character whether now owned or hereafter acquiredacquired if immediately prior to the creation, assumption or incurring of such Xxxx, or immediately thereafter, a Default or Event of Default is or would be in existence, including without limitation, a Default or Event of Default resulting from a violation of any of the covenants contained in Section 10.1. (b) The Parent and the Borrower shall not, and shall not permit any Continuing other Loan Party or any other Subsidiary or FGR to, enter into, assume or otherwise be bound by any Negative Pledge except for a Negative Pledge contained in any (i) an agreement (ix) evidencing Indebtedness which the Borrower Parent, the Borrower, such Loan Party or such Subsidiary may create, incur, assume, or permit or suffer to exist under Section 9.310.3.; , (iiy) which Indebtedness is secured by a Lien permitted to exist hereunderunder the Loan Documents, and (iiiz) which prohibits the creation of any other Lien on (A) only the property securing such Indebtedness as of the date such agreement was entered into, into and (ivB) entered into if such property is owned by Jige International and Boniface Engineeringan Excluded Subsidiary, Ltd. with respect the Equity Interests issued by such Excluded Subsidiary or any Excluded Subsidiary that directly or indirectly owns Equity Interests in such Excluded Subsidiary; (ii) in an agreement relating to the sale of a Subsidiary or assets pending such sale, provided that in any such case the Negative Pledge applies only to the Subsidiary or the assets securing any Indebtedness permitted by Section 9.3.(k) that are the subject of such sale; or (liii) hereofNegative Pledges contained in the agreements described on Schedule 10.6. to the extent such Negative Pledges apply to Equity Interests issued by the Borrower or other Subsidiary of the Parent identified on such Schedule. (c) The Parent and the Borrower shall not, and shall not permit any Continuing other Loan Party or any other Subsidiary or FGR to, create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any Subsidiary (other than an Excluded Subsidiary) to: (i) pay dividends or make any other distribution on any of such Subsidiary's ’s capital stock or other Equity Interests equity interests owned by the Borrower or any other Subsidiary; (ii) pay any Indebtedness owed to the Borrower or any other Subsidiary; (iii) make loans or advances to the Borrower or any other Subsidiary; or (iv) transfer any of its property or assets to the Borrower or any other Subsidiary. (d) The Borrower shall not permit the Discontinued Subsidiaries (other than FGR) to have any ongoing business operations.

Liens; Negative Pledges; Other Matters. (a) The Parent and the Borrower shall not, and shall not permit any Continuing Subsidiary or FGR to, create, assume, or incur or permit to exist any Lien (other than Permitted LiensLiens and Liens on assets of an Excluded Subsidiary securing the Indebtedness which causes such Subsidiary to be an Excluded Subsidiary) upon any of its properties, assets, income or profits of any character whether now owned or hereafter acquiredacquired if immediately prior to the creation, assumption or incurring of such Lien, or immediately thereafter, a Default or Event of Default is or would be in existence. (b) The Parent and the Borrower shall not, and shall not permit any Continuing Subsidiary or FGR to, enter into, assume or otherwise be bound by any Negative Pledge except for a Negative Pledge contained in any agreement (i) evidencing Indebtedness which the Parent, the Borrower or such Subsidiary may create, incur, assume, or permit or suffer to exist under Section 9.310.3.; (ii) which Indebtedness is secured by a Lien permitted to exist hereunder, exist; (iii) which prohibits the creation of any other Lien on only the property securing such Indebtedness as of the date such agreement was entered into, ; and (iv) entered into by Jige International and Boniface Engineeringrelating to the sale of a Subsidiary or assets pending such sale, Ltd. with respect provided that in any such case the Negative Pledge applies only to any the Subsidiary or the assets securing any Indebtedness permitted by Section 9.3.(k) or (l) hereofthat are the subject of such sale. (c) The Parent and the Borrower shall not, and shall not permit any Continuing Subsidiary or FGR (other than an Excluded Subsidiary) to, create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any Subsidiary (other than an Excluded Subsidiary) to: (i) pay dividends or make any other distribution on any of such Subsidiary's ’s capital stock or other Equity Interests equity interests owned by the Borrower or any Subsidiary; (ii) pay any Indebtedness owed to the Parent, the Borrower or any other Subsidiary; (iii) make loans or advances to the Parent, the Borrower or any other Subsidiary; or (iv) transfer any of its property or assets to the Parent, the Borrower or any other Subsidiary, except for any such encumbrances or restrictions, (A) contained in agreements relating to the sale of a Subsidiary or assets pending such sale, or relating to Indebtedness secured by a Lien on assets that the Borrower or such Subsidiary may create, incur, assume, or permit or suffer to exist under Sections 10.3. and 10.5.(a), provided that in any such case the encumbrances and restrictions apply only to the Subsidiary or the assets that are the subject of such sale or Lien, as the case may be, (B) set forth in the organizational documents or other agreements binding on or applicable to any Excluded Subsidiary or any Subsidiary that is not a Wholly Owned Subsidiary (but only to the extent such encumbrance or restriction covers any Equity Interest in such Subsidiary or the property or assets of such Subsidiary) or (C) contained in an agreement that governs an Investment in an Unconsolidated Affiliate (but only to the extent such encumbrance or restriction covers any Equity Interest in such Unconsolidated Affiliate). (d) The Borrower shall not permit the Discontinued Subsidiaries (other than FGR) to have any ongoing business operations.

Liens; Negative Pledges; Other Matters. (a) The Parent and the Borrower shall not, and shall not permit any Continuing other Subsidiary, any other Controlled Joint Venture Subsidiary or FGR other Loan Party to, create, assume, or incur or permit to exist any Lien (other than Permitted Liens) upon any of its properties, assets, income or profits of any character whether now owned or hereafter acquiredacquired if immediately prior to the creation, assumption or incurring of such Lien, or immediately thereafter, a Default or Event of Default is or would be in existence, including without limitation, a Default or Event of Default resulting from a violation of any of the covenants contained in Section 9.1. (b) The Parent and the Borrower shall not, and shall not permit any Continuing other Subsidiary, any other Controlled Joint Venture Subsidiary or FGR other Loan Party to, enter into, assume or otherwise be bound by any Negative Pledge except for a Negative Pledge contained in any (i) an agreement (ix) evidencing Indebtedness which the Parent, the Borrower or such other Subsidiary or Controlled Joint Venture Subsidiary may create, incur, assume, or permit or suffer to exist under Section 9.3.; , (iiy) which Indebtedness is secured by a Lien permitted to exist hereunderunder the Loan Documents, and (iiiz) which prohibits the creation of any other Lien on (A) only the property securing such Indebtedness as of the date such agreement was entered into, and (iv) entered into by Jige International and Boniface Engineering, Ltd. with respect to any assets securing any Indebtedness permitted by Section 9.3.(k) or (lB) hereofif such property is owned by an Excluded Subsidiary, the Equity Interests issued by such Excluded Subsidiary or any Excluded Subsidiary that directly or indirectly owns Equity Interests in such Excluded Subsidiary; or (ii) an agreement relating to the sale of a Subsidiary or a Joint Venture Subsidiary or assets pending such sale, provided that in any such case the Negative Pledge applies only to the Subsidiary or Joint Venture Subsidiary or the assets that are the subject of such sale. (c) The Except pursuant to Section 9.2, the Parent and the Borrower shall not, and shall not permit any Continuing other Subsidiary, any other Controlled Joint Venture Subsidiary (other than an Excluded Subsidiary) or FGR other Loan Party to, create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any Subsidiary or Joint Venture Subsidiary (other than an Excluded Subsidiary) to: (i) pay dividends or make any other distribution on any of such Subsidiary's ’s or Joint Venture Subsidiary’s capital stock or other Equity Interests equity interests owned by the Parent, the Borrower or any other Subsidiary or Joint Venture Subsidiary; (ii) pay any Indebtedness owed to the Parent, the Borrower or any other Subsidiary or Joint Venture Subsidiary; (iii) make loans or advances to the Parent, the Borrower or any other Subsidiary or Joint Venture Subsidiary; or (iv) transfer any of its property or assets to the Parent, the Borrower or any other Subsidiary or Joint Venture Subsidiary. (d) The Borrower shall not permit the Discontinued Subsidiaries (other than FGR) to have any ongoing business operations.

Liens; Negative Pledges; Other Matters. (a) The Borrower shall not, and shall not permit any Continuing Subsidiary or FGR other Loan Party to, create, assume, or incur or permit to exist any Lien (other than Permitted Liens) upon any of its properties, assets, income or profits of any character whether now owned or hereafter acquired. (b) The Borrower shall not, and shall not permit any Continuing Subsidiary or FGR other Loan Party to, enter into, assume or otherwise be bound by any Negative Pledge except for a Negative Pledge contained in any agreement (i) an agreement evidencing Indebtedness which the Borrower or such Subsidiary may create, incur, assumea lease, or permit purchase money Indebtedness or suffer to exist a Capitalized Lease Obligations permitted under Section 9.3.9.3(b), so long as such Negative Pledge only relates to the fixed capital asset acquired with the proceeds of such Indebtedness or the asset leased; or (ii) which Indebtedness is secured by in an agreement relating to the sale of a Lien permitted Subsidiary or assets pending such sale, provided that in any such case the Negative Pledge applies only to exist hereunder, (iii) which prohibits the creation Subsidiary or the assets that are the subject of any other Lien on only the property securing such Indebtedness as of the date such agreement was entered into, and (iv) entered into by Jige International and Boniface Engineering, Ltd. with respect to any assets securing any Indebtedness permitted by Section 9.3.(k) or (l) hereofsale. (c) The Borrower shall not, and shall not permit any Continuing Subsidiary or FGR other Loan Party to, create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind (other than as set forth herein or other than rules or regulations applicable to the Insurance Subsidiaries promulgated by the Office of the Commissioner of Insurance of the State of Georgia or by another Governmental Authority) on the ability of any Subsidiary to: (i) pay dividends or make any other distribution on any of such Subsidiary's ’s capital stock or other Equity Interests equity interests owned by the Borrower or any Subsidiary; (ii) pay any Indebtedness owed to the Borrower or any Subsidiary; (iii) make loans or advances to the Borrower or any Subsidiary; or (iv) transfer any of its property or assets to the Borrower or any Subsidiary; or (v) guaranty the Obligations owing to the Agent and the Lenders. (d) The Borrower shall not permit the Discontinued Subsidiaries (other than FGR) to have any ongoing business operations.

Liens; Negative Pledges; Other Matters. (a) The Borrower Except as set forth on Schedule 6.1(g), the Borrowers shall not, and shall not permit any Continuing other Loan Party or any other Property Subsidiary or FGR to, create, assume, or incur or permit to exist any Lien (other than Permitted Liens) upon any of its properties, assets, income or profits of any character whether now owned or hereafter acquiredacquired if immediately prior to the creation, assumption or incurring of such Lien, or immediately thereafter, a Default or Event of Default is or would be in existence, including without limitation, a Default or Event of Default resulting from a violation of any of the covenants contained in Section 9. (b) 1. The Borrower Borrowers shall not, and shall not permit any Continuing other Loan Party or any other Property Subsidiary to, create, assume, or FGR incur any Lien (other than Permitted Liens) upon any Equity Interests subject to the Pledge Agreement or any Property included in the Borrowing Base Assets Pool, other than Permitted Liens. (b) Except as set forth on Schedule 6.1(g), the Borrowers shall not, and shall not permit any other Loan Party or any other Property Subsidiary to, enter into, assume or otherwise be bound by any Negative Pledge except for a Negative Pledge contained in any (i) an agreement (ix) evidencing Indebtedness which the Borrower such Borrower, Loan Party or such Property Subsidiary may create, incur, assume, or permit or suffer to exist under Section 9.3.; , (iiy) which Indebtedness is secured by a Lien permitted to exist hereunderunder the Loan Documents, and (iiiz) which prohibits the creation of any other Lien on only the property securing such Indebtedness as of the date such agreement was entered into, and (iv) entered into by Jige International and Boniface Engineering, Ltd. with respect to any assets securing any Indebtedness permitted by Section 9.3.(k) ; or (lii) hereofin an agreement relating to the sale of a Property Subsidiary or assets pending such sale, provided that in any such case the Negative Pledge applies only to the Subsidiary or the assets that are the subject of such sale. (c) The Borrower Borrowers shall not, and shall not permit any Continuing other Loan Party or any other Property Subsidiary or FGR to, create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any Property Subsidiary to: (i) pay dividends or make any other distribution on any of such Property Subsidiary's ’s capital stock or other Equity Interests equity interests owned by the a Borrower or any Property Subsidiary; (ii) pay any Indebtedness owed to the a Borrower or any Property Subsidiary; (iii) make loans or advances to the a Borrower or any Property Subsidiary; or (iv) transfer any of its property or assets to the a Borrower or any Property Subsidiary. (d) The Borrower shall not permit the Discontinued Subsidiaries (other than FGR) to have any ongoing business operations.

Liens; Negative Pledges; Other Matters. (a) The Parent and the Borrower shall not, and shall not permit any Continuing other Loan Party or any other Subsidiary or FGR to, create, assume, or incur or permit to exist any Lien (other than Permitted Liens) upon any of its their respective properties, assets, income or profits of any character whether now owned or hereafter acquiredacquired if immediately prior to the creation, assumption or incurring of such Lien, or immediately thereafter, a Default or Event of Default is or would be in existence, including without limitation, a Default or Event of Default resulting from a violation of any of the covenants contained in Section 9.1. (b) The Parent and the Borrower shall not, and shall not permit any Continuing other Loan Party or any other Subsidiary or FGR to, enter into, assume or otherwise be bound by any Negative Pledge except for a Negative Pledge contained in any (i) an agreement (ix) evidencing Indebtedness which the Borrower Parent, the Borrower, such Loan Party or such Subsidiary may create, incur, assume, or permit or suffer to exist under Section 9.3.; , (iiy) which Indebtedness is secured by a Lien permitted to exist hereunderunder the Loan Documents, and (iiiz) which prohibits the creation of any other Lien on (A) only the property securing such Indebtedness as of the date such agreement was entered into, into and (ivB) entered into if such property is owned by Jige International and Boniface Engineeringan Excluded Subsidiary, Ltd. with respect the Equity Interests issued by such Excluded Subsidiary or any Excluded Subsidiary that directly or indirectly owns Equity Interests in such Excluded Subsidiary; (ii) in an agreement relating to the sale of a Subsidiary or assets pending such sale, provided that in any such case the Negative Pledge applies only to the Subsidiary or the assets securing any Indebtedness permitted by Section 9.3.(k) that are the subject of such sale; or (liii) hereofNegative Pledges contained in the agreements described on Schedule 9.6. to the extent such Negative Pledges apply to Equity Interests issued by the Borrower or other Subsidiary of the Parent identified on such Schedule. (c) The Parent and the Borrower shall not, and shall not permit any Continuing other Loan Party or any other Subsidiary or FGR to, create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any Subsidiary to: (i) pay dividends or make any other distribution on any of such Subsidiary's capital stock or other Equity Interests owned by the Borrower or any Subsidiary; (ii) pay any Indebtedness owed to the Borrower or any Subsidiary; (iii) make loans or advances to the Borrower or any Subsidiary; or (iv) transfer any of its property or assets to the Borrower or any Subsidiary. (d) The Borrower shall not permit the Discontinued Subsidiaries (other than FGR) to have any ongoing business operations.an Excluded

Liens; Negative Pledges; Other Matters. (a) The Parent and the Borrower shall not, and shall not permit any Continuing other Loan Party or any other Subsidiary or FGR to, create, assume, or incur or permit to exist any Lien (other than Permitted Liens) upon any of its their respective properties, assets, income or profits of any character whether now owned or hereafter acquiredacquired if immediately prior to the creation, assumption or incurring of such Lien, or immediately thereafter, a Default or Event of Default is or would be in existence, including without limitation, a Default or Event of Default resulting from a violation of any of the covenants contained in Section 10.1. (b) The Parent and the Borrower shall not, and shall not permit any Continuing other Loan Party or any other Subsidiary or FGR to, enter into, assume or otherwise be bound by any Negative Pledge except for a Negative Pledge contained in any (i) an agreement (ix) evidencing Indebtedness which the Borrower Parent, the Borrower, such Loan Party or such Subsidiary may create, incur, assume, or permit or suffer to exist under Section 9.310.3.; , (iiy) which Indebtedness is secured by a Lien permitted to exist hereunderunder the Loan Documents, and (iiiz) which prohibits the creation of any other Lien on (A) only the property securing such Indebtedness as of the date such agreement was entered into, into and (ivB) entered into if such property is owned by Jige International and Boniface Engineeringan Excluded Subsidiary, Ltd. with respect the Equity Interests issued by such Excluded Subsidiary or any Excluded Subsidiary that directly or indirectly owns Equity Interests in such Excluded Subsidiary; (ii) in an agreement relating to the sale of a Subsidiary or assets pending such sale, provided that in any such case the Negative Pledge applies only to the Subsidiary or the assets securing any Indebtedness permitted by Section 9.3.(k) that are the subject of such sale; or (liii) hereofNegative Pledges contained in the agreements described on Schedule 10.6. to the extent such Negative Pledges apply to Equity Interests issued by the Borrower or other Subsidiary of the Parent identified on such Schedule. (c) The Parent and the Borrower shall not, and shall not permit any Continuing other Loan Party or any other Subsidiary or FGR to, create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any Subsidiary (other than an Excluded Subsidiary) to: (i) pay dividends or make any other distribution on any of such Subsidiary's ’s capital stock or other Equity Interests equity interests owned by the Borrower or any other Subsidiary; (ii) pay any Indebtedness owed to the Borrower or any other Subsidiary; (iii) make loans or advances to the Borrower or any other Subsidiary; or (iv) transfer any of its property or assets to the Borrower or any other Subsidiary. (d) The Borrower shall not permit the Discontinued Subsidiaries (other than FGR) to have any ongoing business operations.

Liens; Negative Pledges; Other Matters. (a) The Borrower Borrowers shall not, and shall not permit any Continuing other Loan Party or any other Subsidiary or FGR to, create, assume, or incur or permit to exist any Lien (other than Permitted Liens) upon any of its properties, assets, income or profits of any character whether now owned or hereafter acquiredacquired if immediately prior to the creation, assumption or incurring of such Lien, or immediately thereafter, a Default or Event of Default is or would be in existence, including without limitation, a Default or Event of Default resulting from a violation of any of the covenants contained in Section 9.1. (b) The Borrower Borrowers shall not, and shall not permit any Continuing other Loan Party or any other Subsidiary or FGR (other than an Excluded Subsidiary) to, enter into, assume or otherwise be bound by any Negative Pledge except for a Negative Pledge contained in any (i) an agreement (ix) evidencing Indebtedness which the Borrower such Borrower, Loan Party or such Subsidiary may create, incur, assume, or permit or suffer to exist under Section 9.3.; , (iiy) which Indebtedness is secured by a Lien permitted to exist hereunderunder the Loan Documents, and (iiiz) which prohibits the creation of any other Lien on only the property securing such Indebtedness as of the date such agreement was entered into; (ii) an agreement relating to the sale of a Subsidiary or assets pending such sale, and (iv) entered into by Jige International and Boniface Engineering, Ltd. with respect provided that in any such case the Negative Pledge applies only to any the Subsidiary or the assets securing any Indebtedness permitted by Section 9.3.(k) that are the subject of such sale or (liii) hereofany agreement that evidences Unsecured Indebtedness which contains restrictions on encumbering assets that are substantially similar to those restrictions contained in the Loan Documents. (c) The Borrower Borrowers shall not, and shall not permit any Continuing other Loan Party or any other Subsidiary or FGR (other than an Excluded Subsidiary) to, create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any Subsidiary to: (i) pay dividends or make any other distribution on any of such Subsidiary's ’s capital stock or other Equity Interests equity interests owned by the a Borrower or any Subsidiary; (ii) pay any Indebtedness owed to the a Borrower or any Subsidiary; (iii) make loans or advances to the a Borrower or any Subsidiary; or (iv) transfer any of its property or assets to the a Borrower or any Subsidiary. (d) The Borrower shall not permit the Discontinued Subsidiaries (, other than FGR(i) with respect to have clauses (i) through (iv), those encumbrances or restrictions (A) contained in any ongoing business operationsLoan Document, (B) contained in any other agreement that evidences Unsecured Indebtedness containing encumbrances or restrictions on the actions described above that are substantially similar to those contained in the Loan Documents.

Liens; Negative Pledges; Other Matters. (a) The Borrower Borrowers shall not, and shall not permit any Continuing other Loan Party or any other Property Subsidiary or FGR to, create, assume, or incur or permit to exist any Lien (other than Permitted Liens) upon any of its properties, assets, income or profits of any character whether now owned or hereafter acquired.acquired if immediately prior to the creation, assumption or incurring of such Lien, or immediately thereafter, a Default or Event of (b) 1. The Borrower Borrowers shall not, and shall not permit any Continuing other Loan Party or any other Property Subsidiary to, create, assume, or FGR incur any Lien upon any direct or indirect Equity Interests in any Property Subsidiary (other than Permitted Liens of the types described in any of clauses (a) and (e) of the definition of such term) or any Borrowing Base Asset (other than Permitted Liens of the types described in any of clauses (a), (c), (d), (e) and (f) of the definition of such term). (b) The Borrowers shall not, and shall not permit any other Loan Party or any other Property Subsidiary to, enter into, assume or otherwise be bound by any Negative Pledge except for a Negative Pledge contained in any (i) an agreement (ix) evidencing Indebtedness which the Borrower such Borrower, Loan Party or such Property Subsidiary may create, incur, assume, or permit or suffer to exist under Section 9.3.; , (iiy) which Indebtedness is secured by a Lien permitted to exist hereunderunder the Loan Documents, and (iiiz) which prohibits the creation of any other Lien on only the property securing such Indebtedness as of the date such agreement was entered into; (ii) in an agreement relating to the sale of a Property Subsidiary or assets pending such sale, and (iv) entered into by Jige International and Boniface Engineering, Ltd. with respect provided that in any such case the Negative Pledge applies only to any the Subsidiary or the assets securing any Indebtedness permitted by Section 9.3.(k) that are the subject of such sale or (liii) hereofcontained in the Existing Term Loan Agreement or any other Loan Document (as defined in the Existing Term Loan Agreement). (c) The Borrower Except to the extent contained in the Existing Term Loan Agreement or any other Loan Document (as defined in the Existing Term Loan Agreement), the Borrowers shall not, and shall not permit any Continuing other Loan Party or any other Property Subsidiary or FGR to, create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any Property Subsidiary to: (i) pay dividends or make any other distribution on any of such Property Subsidiary's capital stock or other Equity Interests equity interests owned by the a Borrower or any Property Subsidiary; (ii) pay any Indebtedness owed to the a Borrower or any Property Subsidiary; (iii) make loans or advances to the a Borrower or any Property Subsidiary; or (iv) transfer any of its property or assets to the a Borrower or any Property Subsidiary. (d) The Borrower shall not permit the Discontinued Subsidiaries (other than FGR) to have any ongoing business operations.

Liens; Negative Pledges; Other Matters. (a) The Borrower Borrowers shall not, and shall not permit any Continuing other Loan Party or any other Subsidiary or FGR to, create, assume, or incur or permit to exist any Lien (other than Permitted Liens) upon any of its properties, assets, income or profits of any character whether now owned or hereafter acquiredacquired if immediately prior to the creation, assumption or incurring of such Lien, or immediately thereafter, a Default or Event of Default is or would be in existence, including without limitation, a Default or Event of Default resulting from a violation of any of the covenants contained in Section 9. (b) 1. The Borrower Borrowers shall not, and shall not permit any Continuing other Loan Party or any other Subsidiary to, create, assume, or FGR incur any Lien (other than Permitted Liens) upon any Equity Interests subject to the Pledge Agreement or any Property included in the Borrowing Base Assets Pool, other than Permitted Liens. (b) The Borrowers shall not, and shall not permit any other Loan Party or any other Subsidiary to, enter into, assume or otherwise be bound by any Negative Pledge except for a Negative Pledge contained in any (i) an agreement (ix) evidencing Indebtedness which the Borrower such Borrower, Loan Party or such Subsidiary may create, incur, assume, or permit or suffer to exist under Section 9.3.; , (iiy) which Indebtedness is secured by a Lien permitted to exist hereunderunder the Loan Documents, and (iiiz) which prohibits the creation of any other Lien on only the property securing such Indebtedness as of the date such agreement was entered into, and (iv) entered into by Jige International and Boniface Engineering, Ltd. with respect to any assets securing any Indebtedness permitted by Section 9.3.(k) ; or (lii) hereofin an agreement relating to the sale of a Subsidiary or assets pending such sale, provided that in any such case the Negative Pledge applies only to the Subsidiary or the assets that are the subject of such sale. (c) The Borrower Borrowers shall not, and shall not permit any Continuing other Loan Party or any other Subsidiary or FGR to, create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any Subsidiary to: (i) pay dividends or make any other distribution on any of such Subsidiary's capital stock or other Equity Interests equity interests owned by the a Borrower or any Subsidiary; (ii) pay any Indebtedness owed to the a Borrower or any Subsidiary; (iii) make loans or advances to the a Borrower or any Subsidiary; or (iv) transfer any of its property or assets to the a Borrower or any Subsidiary. (d) The Borrower shall not permit the Discontinued Subsidiaries (other than FGR) to have any ongoing business operations.