Common use of Limitation on Contingent Obligations Clause in Contracts

Limitation on Contingent Obligations. Create, incur, as- sume or suffer to exist any Contingent Obligation, except: (a) the Guarantees; (b) other guarantees by Borrower or any Restricted Subsidiary incurred in the ordinary course of business for an aggregate amount at any time outstanding not to exceed $2,000,000; (c) guarantees by Borrower or any Subsidiary (i) of obligations of Domestic Restricted Subsidiaries or Borrower; and (ii) of obligations of Foreign Restricted Subsidiaries of Borrower in an aggregate principal amount not to exceed $2,000,000 (plus the sum of any amounts dividended or distrib- uted by such Foreign Subsidiaries to Borrower or any Qualified Subsidiary), minus the sum of (A) the amount outstanding pursu- ant to subsection 8.1(d)(iii) and (B) the amount of Investments made in Foreign Subsidiaries or non-Qualified Subsidiaries pur- suant to subsection 8.6(b)(iii); provided that, in each case, if the primary obligation being gxxxxx- xxxx is subordinated to the Loans, such guarantees are subordinated to the Guarantees on substantially the same basis as such primary ob- ligation is subordinated to the Loans; (d) Contingent Obligations existing on the Closing Date and described in Schedule 8.3(d) and Contingent Obligations relating to any Indebtedness permitted under subsection 8.1(a); (e) guarantees of obligations to third parties in connection with relocation of employees of Borrower or any of its Restricted Subsidiaries, in an amount which, together with all loans and ad- vances made pursuant to subsection 8.6(f), shall not exceed $5,000,000 at any time outstanding; (f) Contingent Obligations in connection with workers' compen- sation obligations, and in connection with performance, surety and appeal bonds, and similar obligations incurred in the ordinary course of business, of Borrower and its Restricted Subsidiaries; (g) endorsements for collection in the ordinary course of busi- ness; (h) Interest Rate Agreements permitted by subsection 8.8; (i) surety instruments entered into in the ordinary course of business; and (j) contingent obligations in respect of permitted Capital Lease Obligations. 8.4.

Limitation on Contingent Obligations. CreateAgree to or assume, incurguarantee, as- sume indorse or suffer to exist otherwise in any way be or become responsible or liable for, directly or indirectly, any Contingent Obligation, except: Obligation except for (ai) the Guarantees; guarantees contemplated by the Security Documents, (b) other guarantees by Borrower or any Restricted Subsidiary incurred in the ordinary course of business for an aggregate amount at any time outstanding not to exceed $2,000,000; (cii)(x) guarantees by the Borrower or any Subsidiary (i) of obligations of Domestic Restricted Subsidiaries or Borrower; and (ii) of obligations Indebtedness of Foreign Restricted Subsidiaries of Borrower Subsidiary Borrowers in an aggregate principal amount not to exceed $2,000,000 75,000,000 at any one time outstanding and (plus y) guarantees by the sum Borrower of Permitted Foreign Debt of any amounts dividended or distrib- uted Foreign Subsidiary, provided that such Permitted Foreign Debt is not secured by such Foreign Subsidiaries to Borrower or any Qualified SubsidiaryLiens, (iii) guarantees in existence on the Closing Date as described in Schedule 7.2(iii), minus (iv) guarantees by the sum Borrower in connection with any Receivables Purchase Facility, (v) Contingent Obligations in an aggregate amount not to exceed $100,000,000 at any one time outstanding, (vi) Contingent Obligations of (A) the amount outstanding pursu- ant to subsection 8.1(d)(iii) and (B) the amount any Subsidiary Guarantor in respect of Investments made in Foreign Subsidiaries or non-Qualified Subsidiaries pur- suant to subsection 8.6(b)(iiiIndebtedness permitted under subsections 7.5(e); , provided that, in each case, if the primary obligation being gxxxxx- xxxx is subordinated to the Loans, that such guarantees Contingent Obligations are subordinated to the Guarantees on substantially same extent as the same basis as such primary ob- ligation is subordinated to obligations of the Loans; Borrower in respect of the related Indebtedness, (dvii) Contingent Obligations existing on the Closing Date and described in Schedule 8.3(d) and Contingent Obligations relating to any Indebtedness permitted under subsection 8.1(a); (e) guarantees of obligations to third parties in connection with relocation of employees of the Borrower or any of its Restricted Subsidiaries, in an amount which, together with all loans and ad- vances made pursuant to Subsidiaries under subsection 8.6(f5.1(b), shall not exceed $5,000,000 at (viii) any time outstandingguarantee of the obligations of the Borrower by its Subsidiaries of Indebtedness in respect of the Existing Senior Subordinated Notes; (f) provided that such Contingent Obligations are subordinated to the same extent as the obligations of the Borrower in respect of the related Indebtedness, (ix) guarantees by the Borrower of operating lease obligations of any Domestic Subsidiary incurred in connection with workers' compen- sation obligations“build to suit” real property improvements in an aggregate amount not to exceed $60,000,000, and in connection with performanceor (x) without duplication of subclause (ix) above, surety and appeal bonds, and similar obligations incurred in guarantees by the ordinary course Borrower or any Subsidiary of business, any obligation of the Borrower and its Restricted Subsidiaries; (g) endorsements for collection in the ordinary course of busi- ness; (h) Interest Rate Agreements permitted by subsection 8.8; (i) surety instruments entered into in the ordinary course of business; and (j) contingent obligations in respect of permitted Capital Lease Obligations. 8.4or any Subsidiary other than an obligation constituting Indebtedness.

Limitation on Contingent Obligations. CreateAgree to or assume, incurguarantee, as- sume indorse or suffer to exist otherwise in any way be or become responsible or liable for, directly or indirectly, any Contingent Obligation, except: Obligation except for (ai) the Guarantees; guarantees contemplated by the Guarantee and Collateral Agreements, (b) other guarantees by Borrower or any Restricted Subsidiary incurred in the ordinary course of business for an aggregate amount at any time outstanding not to exceed $2,000,000; (cii)(x) guarantees by the Borrower or any Subsidiary (i) of obligations of Domestic Restricted Subsidiaries or Borrower; and (ii) of obligations Indebtedness of Foreign Restricted Subsidiaries of Borrower Subsidiary Borrowers in an aggregate principal amount not to exceed $2,000,000 50,000,000 at any one time outstanding, (plus y) guarantees by the sum Borrower of Permitted Foreign Debt of any amounts dividended or distrib- uted Foreign Subsidiary, provided that such Permitted Foreign Debt is not secured by such any Liens, and (z) guarantees by Foreign Subsidiaries to Borrower or of Permitted Foreign Debt and other obligations of other Foreign Subsidiaries, the Dollar Equivalent of which Permitted Foreign Debt and other such obligations shall not exceed $50,000,000 in aggregate principal outstanding at any Qualified Subsidiarytime, (iii) guarantees in existence on the Closing Date as described in Schedule 7.2(iii), minus the sum (iv) Contingent Obligations in an aggregate amount not to exceed $40,000,000 at any one time outstanding, (v) Contingent Obligations of (A) the amount outstanding pursu- ant to subsection 8.1(d)(iii) and (B) the amount any Subsidiary Guarantor in respect of Investments made in Foreign Subsidiaries or non-Qualified Subsidiaries pur- suant to subsection 8.6(b)(iiiIndebtedness permitted under subsections 7.6(e)-(g); , provided that, in each case, if the primary obligation being gxxxxx- xxxx is subordinated to the Loans, that such guarantees Contingent Obligations are subordinated to the Guarantees on substantially same extent as the same basis as such primary ob- ligation is subordinated to obligations of the Loans; Borrower in respect of the related Indebtedness, (dvi) Contingent Obligations existing on the Closing Date and described in Schedule 8.3(d) and Contingent Obligations relating to any Indebtedness permitted under subsection 8.1(a); (e) guarantees of obligations to third parties in connection with relocation of employees of the Borrower or any of its Restricted Subsidiaries, in an amount which, together with all loans and ad- vances made pursuant to Subsidiaries under subsection 8.6(f), shall not exceed $5,000,000 at 5.1(b) or (vii) any time outstanding; (f) Contingent Obligations in connection with workers' compen- sation obligations, and in connection with performance, surety and appeal bonds, and similar guarantee of the obligations incurred in of the ordinary course Borrower by its Subsidiaries of business, of Borrower and its Restricted Subsidiaries; (g) endorsements for collection in the ordinary course of busi- ness; (h) Interest Rate Agreements permitted by subsection 8.8; (i) surety instruments entered into in the ordinary course of business; and (j) contingent obligations Indebtedness in respect of permitted Capital Lease Obligations. 8.4the Senior Subordinated Notes provided that such Contingent Obligations are subordinated to the same extent as the obligations of the Borrower in respect of the related Indebtedness.

Limitation on Contingent Obligations. CreateAgree to or assume, incurguarantee, as- sume indorse or suffer to exist otherwise in any way be or become responsible or liable for, directly or indirectly, any Contingent Obligation, except: Obligation except for (ai) the Guarantees; guarantees contemplated by the Guarantee and Collateral Agreements, (b) other guarantees by Borrower or any Restricted Subsidiary incurred in the ordinary course of business for an aggregate amount at any time outstanding not to exceed $2,000,000; (cii)(x) guarantees by the Borrower or any Subsidiary (i) of obligations of Domestic Restricted Subsidiaries or Borrower; and (ii) of obligations Indebtedness of Foreign Restricted Subsidiaries of Borrower Subsidiary Borrowers in an aggregate principal amount not to exceed $2,000,000 20,000,000 at any one time outstanding or (plus y) guarantees by the sum Borrower of Permitted Foreign Debt of any amounts dividended or distrib- uted Foreign Subsidiary provided that such Permitted Foreign Debt is not secured by such Foreign Subsidiaries to Borrower or any Qualified SubsidiaryLiens, (iii) guarantees in existence on the Closing Date as described in Schedule 7.2(iii), minus the sum (iv) Contingent Obligations in an aggregate amount not to exceed $10,000,000 at any one time outstanding, (v) Contingent Obligations of (A) the amount outstanding pursu- ant to any Subsidiary Guarantor in respect of Indebtedness permitted under subsection 8.1(d)(iii) and (B) the amount of Investments made in Foreign Subsidiaries or non-Qualified Subsidiaries pur- suant to subsection 8.6(b)(iii7.6(e); , provided that, in each case, if the primary obligation being gxxxxx- xxxx is subordinated to the Loans, that such guarantees Contingent Obligations are subordinated to the Guarantees on substantially same extent as the same basis as such primary ob- ligation is subordinated obligations of the Borrower in respect of the related Indebtedness, (vi) to the Loans; extent that any of the obligations of the Borrower under the Roundup Agreement may constitute Contingent Obligations, such obligations, (dvii) Contingent Obligations existing on the Closing Date and described in Schedule 8.3(d) and Contingent Obligations relating to any Indebtedness permitted under subsection 8.1(a); (e) guarantees of obligations to third parties in connection with relocation of employees of the Borrower or any of its Restricted Subsidiaries, in an amount which, together with all loans Subsidiaries under clause (ii) of subsection 5.1(d) or (viii) any guarantee of the obligations of the Borrower by its Subsidiaries of Indebtedness under the Senior Subordinated Notes and ad- vances made pursuant to subsection 8.6(f), shall not exceed $5,000,000 at any time outstanding; the Bridge Subordinated Debt Documents (fif any) provided that such Contingent Obligations in connection with workers' compen- sation obligations, and in connection with performance, surety and appeal bonds, and similar are subordinated to the same extent as the obligations incurred in of the ordinary course of business, of Borrower and its Restricted Subsidiaries; (g) endorsements for collection in the ordinary course of busi- ness; (h) Interest Rate Agreements permitted by subsection 8.8; (i) surety instruments entered into in the ordinary course of business; and (j) contingent obligations in respect of permitted Capital Lease Obligations. 8.4the related Indebtedness.

Limitation on Contingent Obligations. CreateAgree to or assume, incurguarantee, as- sume indorse or suffer to exist otherwise in any way be or become responsible or liable for, directly or indirectly, any Contingent Obligation, except: Obligation except for (ai) the Guarantees; guarantees contemplated by the Guarantee and Collateral Agreements, (b) other guarantees by Borrower or any Restricted Subsidiary incurred in the ordinary course of business for an aggregate amount at any time outstanding not to exceed $2,000,000; (cii)(x) guarantees by the Borrower or any Subsidiary (i) of obligations of Domestic Restricted Subsidiaries or Borrower; and (ii) of obligations Indebtedness of Foreign Restricted Subsidiaries of Borrower Subsidiary Borrowers in an aggregate principal amount not to exceed $2,000,000 25,000,000 at any one time outstanding, (plus y) guarantees by the sum Borrower of Permitted Foreign Debt of any amounts dividended or distrib- uted Foreign Subsidiary, PROVIDED that such Permitted Foreign Debt is not secured by such any Liens, and (z) guarantees by Foreign Subsidiaries to Borrower or of Permitted Foreign Debt and other obligations of other Foreign Subsidiaries, the Dollar Equivalent of which Permitted Foreign Debt and other such obligations shall not exceed $50,000,000 in aggregate principal outstanding at any Qualified Subsidiarytime, (iii) guarantees in existence on the Closing Date as described in Schedule 7.2(iii), minus the sum (iv) Contingent Obligations in an aggregate amount not to exceed $20,000,000 at any one time outstanding, (v) Contingent Obligations of (A) the amount outstanding pursu- ant to any Subsidiary Guarantor in respect of Indebtedness permitted under subsection 8.1(d)(iii) and (B) the amount of Investments made in Foreign Subsidiaries or non-Qualified Subsidiaries pur- suant to subsection 8.6(b)(iii7.6(e); provided that, in each case, if the primary obligation being gxxxxx- xxxx is subordinated to the Loans, PROVIDED that such guarantees Contingent Obligations are subordinated to the Guarantees on substantially same extent as the same basis as such primary ob- ligation is subordinated obligations of the Borrower in respect of the related Indebtedness, (vi) to the Loans; extent that any of the obligations of the Borrower under the Roundup Agreement may constitute Contingent Obligations, such obligations, (dvii) Contingent Obligations existing on the Closing Date and described in Schedule 8.3(d) and Contingent Obligations relating to any Indebtedness permitted under subsection 8.1(a); (e) guarantees of obligations to third parties in connection with relocation of employees of the Borrower or any of its Restricted Subsidiaries, in an amount which, together with all loans and ad- vances made pursuant to Subsidiaries under clause (ii) of subsection 8.6(f5.1(d), shall not exceed $5,000,000 at (viii) any time outstanding; guarantee of the obligations of the Borrower by its Subsidiaries of Indebtedness under the Senior Subordinated Notes and the Bridge Subordinated Debt Documents (fif any) PROVIDED that such Contingent Obligations are subordinated to the same extent as the obligations of the Borrower in respect of the related Indebtedness, or (ix) any guarantee by the Borrower of Indebtedness incurred by OMS Investments, Inc. in connection with workers' compen- sation obligations, the Substral Acquisition." J. AMENDMENT OF SUBSECTION 7.4 (LIMITATION ON CAPITAL EXPENDITURES). Subsection 7.4 of the Credit Agreement is hereby amended by deleting in each instance "$70,000,000" and in connection by replacing it with performance, surety and appeal bonds, and similar obligations incurred in the ordinary course of business, of Borrower and its Restricted Subsidiaries; (g) endorsements for collection in the ordinary course of busi- ness; (h) Interest Rate Agreements permitted by subsection 8.8; (i) surety instruments entered into in the ordinary course of business; and (j) contingent obligations in respect of permitted Capital Lease Obligations. 8.4"$90,000,000".