Common use of Limitation on Investments, Loans and Advances Clause in Contracts

Limitation on Investments, Loans and Advances. Make any advance, loan, extension of credit (by way of guaranty or otherwise) or capital contribution to, or purchase any stock, bonds, notes, debentures or other securities of or any assets constituting all or a material part of a business unit of, or make any other investment in, any Person, except: (a) extensions of trade credit in the ordinary course of business; (b) investments in Cash Equivalents; (c) Guarantee Obligations permitted by Section 7.2; (d) loans and advances to employees of the Borrower or its Subsidiaries in the ordinary course of business (including, without limitation, for travel, entertainment and relocation expenses) in an aggregate amount for the Borrower and its Subsidiaries not to exceed $250,000 at any one time outstanding; (e) investments by the Borrower or any of its Subsidiaries in the Borrower or any Person that, prior to such investment, is a Wholly Owned Subsidiary Guarantor; (f) Loans by Xxxxx Finance Company or Xxxxx Sugar Corporation in the ordinary course of business not to exceed $5,000,000 in the aggregate outstanding at any time; (g) advances, loans, extensions of credit existing on the date hereof and listed on Schedule 7.8(g); (h) advances consisting of the payment or prepayment by the Borrower or any of its Subsidiaries of operating expenses and repair and maintenance expenses for the Leased Plants pursuant to the terms of the relevant Plant Lease Documents so long as (i) the aggregate unreimbursed amount of all such advances does not exceed $15,000,000 at any time, (ii) the Borrower's right to be paid or reimbursed for such advances is secured by perfected Liens in the inventory of sugar processed at the Leased Plants and all accounts receivable and other proceeds from the sale or other disposition of such processed sugar, and (iii) the payment or reimbursement terms applicable to such advances (including the amount and type of assets subject to the Liens required by clause (ii) above) are acceptable to the Required Lenders; (i) investments made by the Borrower or any of its Subsidiaries in Xxxxx Finance Company in an aggregate amount outstanding at any one time not to exceed $5,000,000; and (j) cash capital contributions to the SPV made prior to the date hereof, and investments and advances, if any, arising from the sale of Receivables pursuant to the Receivables Securitization Program.

Limitation on Investments, Loans and Advances. Make or allow to remain outstanding any advanceInvestment (whether such investment shall be of the character of investment in shares of stock, loan, extension evidences of credit (by way of guaranty indebtedness or other securities or otherwise) in, or capital contribution any loans or advances to, or purchase any stock, bonds, notes, debentures or Person other securities of or any assets constituting all or a material part of a business unit of, or make any other investment in, any Person, exceptthan: (a) extensions of trade credit Permitted Investments; (b) Investments existing on the Effective Date and listed on Schedule 8.7 hereof; (c) sales on open account in the ordinary course of business; (b) investments in Cash Equivalents; (c) Guarantee Obligations permitted by Section 7.2; (d) intercompany loans or intercompany Investments made by any Credit Party to or in any Guarantor or any Borrower; provided that, in each case, no Default or Event of Default shall have occurred and advances be continuing at the time of making such intercompany loan or intercompany Investment or result from such intercompany loan or intercompany Investment being made and that any intercompany loans shall be evidenced by and funded under an Intercompany Note pledged to employees of the Borrower or its Subsidiaries in Agent under the ordinary course of business (including, without limitation, for travel, entertainment and relocation expenses) in an aggregate amount for the Borrower and its Subsidiaries not to exceed $250,000 at any one time outstandingappropriate Collateral Documents; (e) investments by the Borrower or any Investments in respect of its Subsidiaries in the Borrower or any Person that, prior to Hedging Transactions provided that such investment, transaction is a Wholly Owned Subsidiary Guarantorentered into for risk management purposes and not for speculative purposes; (f) Loans by Xxxxx Finance Company or Xxxxx Sugar Corporation Investments consisting of (i) travel advances and employee relocation loans and other employee loans and advances in the ordinary course of business not to exceed Two Million Dollars ($5,000,000 2,000,000) in the aggregate outstanding at in any timeFiscal Year, and (ii) loans to employees, officers or directors relating to the purchase of Equity Interests of Warby Parker pursuant to employee stock purchase plan agreements approved by Wxxxx Xxxxxx’x board of directors or any committee thereof provided that such loans are cashless (other than cash payments to Warby Parker by the obligor in repayment of such loans); (g) advances, loans, extensions of credit existing on the date hereof and listed on Schedule 7.8(g)Permitted Acquisitions; (h) advances consisting Investments constituting deposits made in connection with the purchase of goods or services in the payment or prepayment by the Borrower or any ordinary course of its Subsidiaries of operating expenses and repair and maintenance expenses business in an aggregate amount for the Leased Plants pursuant such deposits not to the terms of the relevant Plant Lease Documents so long as (i) the aggregate unreimbursed amount of all such advances does not exceed $15,000,000 2,000,000 at any time, (ii) the Borrower's right to be paid or reimbursed for such advances is secured by perfected Liens in the inventory of sugar processed at the Leased Plants and all accounts receivable and other proceeds from the sale or other disposition of such processed sugar, and (iii) the payment or reimbursement terms applicable to such advances (including the amount and type of assets subject to the Liens required by clause (ii) above) are acceptable to the Required Lendersone time outstanding; (i) investments made repurchases of Equity Interests of Warby Parker as approved by Wxxxx Xxxxxx’x board of directors but only to the Borrower or any of its Subsidiaries in Xxxxx Finance Company in an aggregate amount outstanding at any one time not to exceed $5,000,000extent permitted under Section 8.5; and (j) cash capital contributions Investments accepted in connection with Asset Sales permitted under Section 8.4; (k) Intercompany loans or intercompany Investments made by any Credit Party to or in any other Credit Party that is not a Borrower or Guarantor, provided that the aggregate amount of all such Investments (other than any intercompany account payable made in the ordinary course of business) shall not exceed $1,000,000 in any Fiscal Year; and provided, further, that, in each case, no Default or Event of Default shall have occurred and be continuing at the time of making such intercompany loan or intercompany Investment or result from such intercompany loan or intercompany Investment being made and that any intercompany loans made by a Borrower or Guarantor shall be evidenced by and funded under an Intercompany Note pledged to the SPV made prior to Agent under the date hereofappropriate Collateral Documents; (l) Investments (including Debt obligations) received in connection with the bankruptcy or reorganization of customers or suppliers and in settlement of delinquent obligations of, and investments other disputes with, customers or suppliers arising in the ordinary course of Borrowers’ business; (m) Investments consisting of notes receivable of, or prepaid royalties and advancesother credit extensions, if anyto customers and suppliers who are not Affiliates, arising in the ordinary course of business, provided that this clause (m) shall not apply to Investments of any Borrower in any Subsidiary; (n) Joint ventures or strategic alliances with non-Affiliated third parties in the ordinary course of Borrowers’ business consisting of the non-exclusive licensing of technology, the development of technology or the providing of technical support, provided that any cash Investments by Borrowers do not exceed Ten Million Dollars ($10,000,000) in the aggregate in any Fiscal Year; (o) Investments in or to any Affiliated Practice Entity provided that (i) no Default or Event of Default shall have occurred and be continuing or shall result from the sale making of Receivables pursuant such Investment and (ii) the aggregate amount of all such Investments outstanding at any time shall not exceed $1,000,000; and (p) other Investments not described above provided that both at the time of and immediately after giving effect to any such Investment (i) no Default or Event of Default shall have occurred and be continuing or shall result from the Receivables Securitization Programmaking of such Investment and (ii) the aggregate amount of all such Investments shall not exceed $10,000,000 in any Fiscal Year. In valuing any Investments for the purpose of applying the limitations set forth in this Section 8.7 (except as otherwise expressly provided herein), such Investment shall be taken at the original cost thereof, without allowance for any subsequent write-offs or appreciation or depreciation, but less any amount repaid or recovered on account of capital or principal.

Limitation on Investments, Loans and Advances. Make The Company will not, nor will it permit any Subsidiary to, make any advance, loan, extension of credit (by way of guaranty or otherwise) or capital contribution to, or purchase any stock, bonds, notes, debentures or other securities of or any assets constituting all or a material part of a business unit of, or make any other investment in, any Person, except: except for (ai) investments in Cash Equivalents, (ii) investments in the stock of any Subsidiary and in CCM Holdings (1983) Inc. existing on the Closing Date, but not any additional investments therein; (iii) intercompany loans and advances between the Company and wholly-owned Subsidiaries which are Guarantors (other than SLM Trademark Acquisition Canada Corporation); (iv) investments existing on the Closing Date and renewals, replacements and extensions thereof; (v) investments in non-cash consideration received in connection with a permitted Asset Sale (subject to the granting of trade credit a Lien as required hereby or by the Collateral Documents); (vi) investments arising from transactions by the Company or any of its Subsidiaries with customers or suppliers in the ordinary course of business; , including, without limitation, endorsements of negotiable instruments and debt obligations and other investments received in connection with the bankruptcy or reorganization of customers and suppliers or in settlement of delinquent obligations of, or other disputes with, customers or suppliers, arising in the ordinary course of business (bsubject to the granting of a Lien as required hereby or by the Collateral Documents); (vii) investments loans or advances (x) to employees (1) to cover payroll, travel and similar expenses and (2) which arise in Cash Equivalents; (c) Guarantee Obligations permitted by Section 7.2; (d) the ordinary course so long as the aggregate amount of such loans and advances does not exceed $__________ at any one time outstanding and (y) to employees of representatives acting as agent for the Borrower Company or its Subsidiaries in the ordinary course of business (includingbusiness, without limitation, for travel, entertainment and relocation expenses) in an so long as the aggregate amount for the Borrower of such loans and its Subsidiaries advances does not to exceed $250,000 _________ at any one time outstanding; ; (eviii) capital expenditures and, subject to the limitations set forth herein, other purchases permitted under the Credit Agreement; (ix) Indebtedness permitted by Section 406; (x) transactions permitted pursuant to Section 421; and (xi) other investments in addition to those permitted by the Borrower or any of its Subsidiaries in the Borrower or any Person that, prior to such investment, is a Wholly Owned Subsidiary Guarantor; (fi) Loans by Xxxxx Finance Company or Xxxxx Sugar Corporation in the ordinary course of business through (x) above not to exceed $5,000,000 in the aggregate outstanding at any time; (g) advances, loans, extensions of credit existing on the date hereof and listed on Schedule 7.8(g); (h) advances consisting of the payment or prepayment by the Borrower or any of its Subsidiaries of operating expenses and repair and maintenance expenses for the Leased Plants pursuant to the terms of the relevant Plant Lease Documents so long as (i) the aggregate unreimbursed amount of all such advances does not exceed $15,000,000 at any time, (ii) the Borrower's right to be paid or reimbursed for such advances is secured by perfected Liens in the inventory of sugar processed at the Leased Plants and all accounts receivable and other proceeds from the sale or other disposition of such processed sugar, and (iii) the payment or reimbursement terms applicable to such advances (including the amount and type of assets subject to the Liens required by clause (ii) above) are acceptable to the Required Lenders; (i) investments made by the Borrower or any of its Subsidiaries in Xxxxx Finance Company in an aggregate amount outstanding at any one time not to exceed $5,000,000; and (j) cash capital contributions to 3,500,000, provided that the SPV made prior to Company shall be in compliance with the date hereof, terms of Section 422 and investments and advances, if any, arising from the sale other provisions of Receivables pursuant to the Receivables Securitization Programthis Indenture after taking into account such investment.

Limitation on Investments, Loans and Advances. Make or allow to remain outstanding any advanceInvestment (whether such investment shall be of the character of investment in shares of stock, loan, extension evidences of credit (by way of guaranty indebtedness or other securities or otherwise) or capital contribution toin, or purchase any stock, bonds, notes, debentures loans or other securities of or any assets constituting all or a material part of a business unit of, or make any other investment inadvances to, any Person, exceptfirm, corporation or other entity or association, other than: (a) Investments existing on the Effective Date and listed on Schedule 8.8 hereof; (b) extensions of trade credit in the ordinary course of business; (b) investments in Cash Equivalents; (c) Guarantee Obligations permitted Intercompany Loans, Advances or Investments made on or after the Effective Date by Section 7.2the Company to any Guarantor or by any Guarantor to the Company (provided that any Intercompany Loan hereunder shall be evidenced by and funded under an Intercompany Note encumbered pursuant to the appropriate Collateral Document), provided that at the time any such loan, advance or investment is made (before and after giving effect thereto) no Default or Event of Default has occurred and is continuing; (d) Intercompany Loans, Advances or Investments made on or after the Effective Date by the Company or any Guarantor to a Foreign Subsidiary in an aggregate amount not to exceed $5,000,000 at any time outstanding, provided that any Intercompany Loan hereunder shall be evidenced by and funded under an Intercompany Note encumbered pursuant to the appropriate Collateral Document), and provided further that at the time any such loan, advance or investment is made (before and after giving effect thereto) no Default or Event of Default has occurred and is continuing; (e) Investments in respect of Hedging Transactions; (f) 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; (g) loans and advances to employees employees, officers and directors of the Borrower Company or its any of the Subsidiaries in an aggregate amount outstanding not to exceed $1,000,000; (h) Permitted Acquisitions permitted pursuant to Section 8.4; (i) Investments constituting deposits made in connection with the purchase of goods or services in the ordinary course of business (including, without limitation, for travel, entertainment and relocation expenses) in an aggregate amount for the Borrower and its Subsidiaries such deposits not to exceed $250,000 2,000,000 at any one time outstandingtime; (ej) investments by deposits required to be made in connection with the Borrower or any of its Subsidiaries in the Borrower or any Person that, prior to such investment, is a Wholly Owned Subsidiary GuarantorStockley Park guarantee; (fk) Loans by Xxxxx Finance Company Investments consisting of notes receivable of, or Xxxxx Sugar Corporation prepaid royalties and other credit extensions to, customers and suppliers who are not Affiliates, in the ordinary course of business; (l) Investments (a) in Accounts arising and trade credit granted in the ordinary course of business and in any Equity Interests received in satisfaction or partial satisfaction thereof from financially troubled Account Debtors, and (b) in the form of deposits, prepayments and other credits to suppliers made in the ordinary course of business; (m) travel advances, employee relocation loans and other employee loans and advances in the ordinary course of business not exceeding at any time outstanding $1,000,000; (n) Cash Equivalents and Short Term Investments; (o) other Investments not described above in an amount not to exceed $5,000,000 in 2,000,000 over the aggregate term of this Agreement outstanding at any time; (g) advances; provided however, loans, extensions of credit existing on the date hereof and listed on Schedule 7.8(gno additional Investment in Aspect Communications Real Estate Holdings LLC shall be permitted under this subparagraph(o); (h) advances consisting of the payment or prepayment by the Borrower or . In valuing any of its Subsidiaries of operating expenses and repair and maintenance expenses Investments for the Leased Plants pursuant to purpose of applying the terms of the relevant Plant Lease Documents so long limitations set forth in this Section 8.8 (except as (i) the aggregate unreimbursed amount of all otherwise expressly provided herein), such advances does not exceed $15,000,000 at any time, (ii) the Borrower's right to Investment shall be paid or reimbursed for such advances is secured by perfected Liens in the inventory of sugar processed taken at the Leased Plants and all accounts receivable and other proceeds from the sale original cost thereof, without allowance for any subsequent write-offs or other disposition appreciation or depreciation, but less any amount repaid or recovered on account of such processed sugar, and (iii) the payment capital or reimbursement terms applicable to such advances (including the amount and type of assets subject to the Liens required by clause (ii) above) are acceptable to the Required Lenders; (i) investments made by the Borrower or any of its Subsidiaries in Xxxxx Finance Company in an aggregate amount outstanding at any one time not to exceed $5,000,000; and (j) cash capital contributions to the SPV made prior to the date hereof, and investments and advances, if any, arising from the sale of Receivables pursuant to the Receivables Securitization Programprincipal.

Limitation on Investments, Loans and Advances. Make or allow to remain outstanding any advanceInvestment (whether such investment shall be of the character of investment in shares of stock, loan, extension evidences of credit (by way of guaranty indebtedness or other securities or otherwise) or capital contribution toin, or purchase any stock, bonds, notes, debentures loans or other securities of or any assets constituting all or a material part of a business unit of, or make any other investment inadvances to, any Person, exceptfirm, corporation or other entity or association, other than: (a) Permitted Investments; (b) Investments existing on the Effective Date and listed on Schedule 8.7 hereof; (c) extensions of trade credit in the ordinary course of business; (bd) investments in Cash EquivalentsIntercompany Loans, Advances or Investments made on or after the Effective Date by any Borrower to any Guarantor or any other Borrower or by any Guarantor to any Borrower (provided that any Intercompany Loan hereunder shall be evidenced by and funded under an Intercompany Note encumbered pursuant to the appropriate Collateral Documents), provided that at the time any such loan, advance or investment is made (before and after giving effect thereto), no Default or Event of Default has occurred and is continuing; (ce) Guarantee Obligations permitted intercompany loans by Section 7.2the Company to MDI Acquisition Sub required to consummate the MDI Acquisition and the MDI Merger in accordance with the terms hereof, provided that such loans shall be evidenced by an Intercompany Note (secured by the MSC-MDI Secured Loan Documents) in form and substance acceptable to the Agent and pledged to the Agent for the benefit of the Banks pursuant to the Security Agreement, and nominal Investments in wholly-owned Subsidiaries (which are not Guarantors) required to form such Subsidiaries, made in compliance with this Agreement; (df) Intercompany Loans, Advances or Investments made on or after the Effective Date by any Borrower or any Domestic Subsidiary to any Foreign Subsidiary (including any sales or transfers under 8.5(f) hereunder) in an aggregate amount at any time outstanding not to exceed $2,500,000; provided that at the time any such loan, advance or investment is made (before and after giving effect thereto), no Default or Event of Default has occurred and is continuing; (g) prior to Mechanical Dynamics becoming a Guarantor, intercompany loans by the Company to Mechanical Dynamics required to pay off any Debt of Mechanical Dynamics or to fund working capital in an aggregate amount for all such loans (at any time outstanding) not to exceed $5,000,000, provided that (i) such loans shall be evidenced by an Intercompany Note and secured by the MSC-MDI Secured Loan Documents in form and substance acceptable to the Agent and pledged to the Agent for the benefit of the Banks pursuant to the Security Agreement, (ii) the Company shall not amend, modify or terminate any of the MSC-MDI Secured Loan Documents without the prior consent of the Agent and (iii) such loans shall be fully secured by all assets of Mechanical Dynamics and assigned to the Agent and shall be on terms and conditions satisfactory to the Agent; (h) Investments in respect of Hedging Transactions; (i) 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; (j) loans and advances to employees employees, officers and directors of the Borrower Company or its any of the Subsidiaries in connection with equity incentive arrangements; provided that the proceeds of such loans and advances are paid to the Company or any of the Subsidiaries, as applicable, in connection with such equity incentive arrangements and provided further that both at the time of and immediately after giving effect to any such Investment, (i) no Default or Event of Default shall have occurred and be continuing and (ii) the aggregate amount of such Investment shall not exceed $5,000,000 over the term of this Agreement; (k) Permitted Acquisitions permitted pursuant to Section 8.4 (to the extent constituting Investments, loans or advances) and any loans, advances or Investments made to complete the acquisitions permitted under clause (b) of Section 8.4; (l) Investments constituting deposits made in connection with the purchase of goods or services in the ordinary course of business (including, without limitation, for travel, entertainment and relocation expenses) in an aggregate amount for the Borrower and its Subsidiaries such deposits not to exceed $250,000 500,000 at any one time outstanding;time; and (em) investments by the Borrower or any of its Subsidiaries other Investments not described above in the Borrower or any Person that, prior to such investment, is a Wholly Owned Subsidiary Guarantor; (f) Loans by Xxxxx Finance Company or Xxxxx Sugar Corporation in the ordinary course of business an amount not to exceed $5,000,000 in over the aggregate outstanding at term of this Agreement. In valuing any time; (g) advances, loans, extensions of credit existing on the date hereof and listed on Schedule 7.8(g); (h) advances consisting of the payment or prepayment by the Borrower or any of its Subsidiaries of operating expenses and repair and maintenance expenses Investments for the Leased Plants pursuant to purpose of applying the terms of the relevant Plant Lease Documents so long limitations set forth in this Section 8.8 (except as (i) the aggregate unreimbursed amount of all otherwise expressly provided herein), such advances does not exceed $15,000,000 at any time, (ii) the Borrower's right to Investment shall be paid or reimbursed for such advances is secured by perfected Liens in the inventory of sugar processed taken at the Leased Plants and all accounts receivable and other proceeds from the sale original cost thereof, without allowance for any subsequent write-offs or other disposition appreciation or depreciation, but less any amount repaid or recovered on account of such processed sugar, and (iii) the payment capital or reimbursement terms applicable to such advances (including the amount and type of assets subject to the Liens required by clause (ii) above) are acceptable to the Required Lenders; (i) investments made by the Borrower or any of its Subsidiaries in Xxxxx Finance Company in an aggregate amount outstanding at any one time not to exceed $5,000,000; and (j) cash capital contributions to the SPV made prior to the date hereof, and investments and advances, if any, arising from the sale of Receivables pursuant to the Receivables Securitization Programprincipal.

Limitation on Investments, Loans and Advances. Make any advance, loan, extension of credit (by way of guaranty or otherwise) or capital contribution to, or purchase any stock, bonds, notes, debentures or other securities of or any assets constituting all or a material part of a business unit of, or make any other investment in, any Person, except: (a) extensions of trade credit in the ordinary course of business; (b) investments Investments in cash and Cash Equivalents; (c) loans and advances to officers, directors or employees of the Guarantor, the Borrower or their Subsidiaries (i) for travel, entertainment and relocation expenses in the ordinary course of business, (ii) for other purposes in an aggregate amount for the Guarantor, the Borrower and their Subsidiaries, together with the aggregate amount of all Guarantee Obligations permitted by Section 7.2pursuant to subsection 14.3(j)(iii), not to exceed $2,000,000 at any one time outstanding, (iii) relating to indemnification or reimbursement of any officers, directors or employees in respect of liabilities relating to their serving in any such capacity or as otherwise specified in subsection 14.9 and (iv) existing on the Closing Date and described in Schedule 14.8(f); (d) loans Investments by the Borrower in, and loans, advances to employees and capital contributions by the Borrower to, any Wholly Owned Subsidiary and investments by Subsidiaries in, and loans, advances and capital contributions by Subsidiaries to, the Borrower and Wholly Owned Subsidiaries; (e) the acquisition of all or substantially all of the business or assets or the Capital Stock of any Person or any business unit thereof or all or substantially all of the Capital Stock of any Person (a "Permitted --------- Acquisition"), provided that: ----------- -------- (i) upon giving effect to such Permitted Acquisition on a pro forma basis, either (A) the Borrower would be in Historical Pro Forma Compliance with respect to such Permitted Acquisition, or (B) the Borrower would not be in Historical Pro Forma Compliance but would otherwise be in compliance on a pro forma basis with each of the financial covenants contained in Section 13 as if such Permitted Acquisition had been made on the first day of the Historical Period, and the aggregate cash purchase price paid by the Borrower and its Subsidiaries for all Permitted Acquisitions made pursuant to this subclause (B) does not exceed an amount initially equal to $25,000,000, which amount shall be increased by $5,000,000 on each anniversary of the Closing Date, or (C) the Borrower would be in compliance on a pro forma basis with each of the financial covenants contained in Section 13 as if such Permitted Acquisition had been made on the first day of the Historical Period, and such Permitted Acquisition is financed entirely through the issuance of equity (excluding any financing through the assumption of Indebtedness not for borrowed money in connection with the Acquisition); (ii) no Default or Event of Default has occurred and is continuing at the time of consummation of such Permitted Acquisition or will result therefrom; and (iii) any such acquisition of Capital Stock of any Person may exclude any Capital stock of such Person to the extent necessary in the good faith judgment of the Borrower, to permit such acquisition to be accounted for as a recapitalization; (f) Investments existing on the Closing Date and described in Schedule 14.8(f), setting forth the respective amounts of such Investments as of a recent date; (g) Investments in notes receivable and other instruments and securities obtained in connection with transactions permitted by subsection 14.5(d); (h) Investments in the nature of pledges or deposits with respect to leases or utilities provided to third parties in the ordinary course of business or otherwise described in subsection 14.2(c), (including, without limitation, for travel, entertainment and relocation expensesd) in an aggregate amount for the Borrower and its Subsidiaries not to exceed $250,000 at any one time outstandingor (j); (ei) investments Investments representing non-cash consideration received by the Borrower or any of its Subsidiaries in connection with any sale or other disposition of the property of the Borrower or any Person thatof its Subsidiaries, prior to such investment, is a Wholly Owned Subsidiary Guarantor; (f) Loans by Xxxxx Finance Company or Xxxxx Sugar Corporation provided that in the ordinary course case of business any sale or other disposition permitted under -------- subsection 14.5(j), such non-cash consideration constitutes not to exceed $5,000,000 in more than 25% of the aggregate outstanding at consideration received in connection with such sale or other disposition and any time; (g) advances, loans, extensions of credit existing on the date hereof and listed on Schedule 7.8(g); (h) advances consisting of the payment or prepayment such non-cash consideration received by the Borrower or any of its Domestic Subsidiaries of operating expenses and repair and maintenance expenses is pledged to the Administrative Agent for the Leased Plants benefit of the Lenders pursuant to the terms of the relevant Plant Lease Documents so long as (i) the aggregate unreimbursed amount of all such advances does not exceed $15,000,000 at any time, (ii) the Borrower's right to be paid or reimbursed for such advances is secured by perfected Liens in the inventory of sugar processed at the Leased Plants and all accounts receivable and other proceeds from the sale or other disposition of such processed sugar, and (iii) the payment or reimbursement terms applicable to such advances (including the amount and type of assets subject to the Liens required by clause (ii) above) are acceptable to the Required LendersSecurity Documents; (ij) investments made Investments by the Borrower or any of its Subsidiaries in Xxxxx Finance Company one or more Persons in connection with joint ventures or similar arrangements in respect of which no other co-investor or other Person has a greater legal or beneficial ownership interest than the Borrower or such Subsidiary in an aggregate amount not to exceed $7,500,000 at any one time outstanding; (k) Investments representing evidences of Indebtedness, securities or other property received from another Person by the Borrower or any of its Subsidiaries in connection with any bankruptcy proceeding or other reorganization of such other Person or as a result of foreclosure, perfection or enforcement of any Lien or exchange for evidences of Indebtedness, securities or other property of such other Person held by the Borrower or any of its Subsidiaries; provided that any such -------- securities or other property received by the Borrower or any of its Domestic Subsidiaries is pledged to the Administrative Agent for the benefit of the Lenders pursuant to the Security Documents; (l) loans and advances to Management Investors in connection with the purchase by such Management Investors of Capital Stock of the Guarantor or the Borrower of up to $20,000,000 outstanding at any one time time; provided -------- that such amount shall be reduced by the aggregate principal amount of Indebtedness in respect of Guarantee Obligations permitted by subsection 14.3(e); (m) Investments in the Capital Stock of the Guarantor which is held by the Guarantor as treasury stock and is restored to unissued status or is eliminated from authorized shares, or options in respect thereof; (n) Investments constituting Capital Expenditures, to the extent permitted by subsection 14.7; (o) Investments of the Borrower and its Subsidiaries under any Hedging Arrangements; and (p) Investments not otherwise permitted by the preceding clauses of subsection 14.8 in an aggregate amount not to exceed $5,000,000; and (j) cash capital contributions to the SPV made prior to the date hereof, and investments and advances, if any, arising from the sale of Receivables pursuant to the Receivables Securitization Program15,000,000 at any one time outstanding.

Limitation on Investments, Loans and Advances. Make or allow to remain outstanding any advanceInvestment (whether such investment shall be of the character of investment in shares of stock, loan, extension evidences of credit (by way of guaranty indebtedness or other securities or otherwise) or capital contribution toin, or purchase any stock, bonds, notes, debentures loans or other securities of or any assets constituting all or a material part of a business unit of, or make any other investment inadvances to, any Person, exceptfirm, corporation or other entity or association, other than: (a) Permitted Investments; (b) Investments existing on the Effective Date and listed on Schedule 7.7 hereof; (c) extensions of trade credit in the ordinary course of business; (bd) investments in Cash EquivalentsIntercompany Loans, Advances or Investments made on or after the Effective Date by the Company to any Guarantor or by any Guarantor to the Company (provided that any Intercompany Loan hereunder shall be evidenced by and funded under an Intercompany Note encumbered pursuant to the appropriate Collateral Document), provided that at the time any such loan, advance or investment is made (before and after giving effect thereto) no Default or Event of Default has occurred and is continuing; (ce) Guarantee Obligations permitted Intercompany Loans, Advances or Investments made on or after the Effective Date by Section 7.2the Company or any Guarantor to a Foreign Subsidiary in an aggregate amount, at any time outstanding, not to exceed $10,000,000, provided that any Intercompany Loan hereunder shall be evidenced by and funded under an Intercompany Note encumbered pursuant to the appropriate Collateral Document), and provided further that at the time any such loan, advance or investment is made (before and after giving effect thereto), no Default or Event of Default has occurred and is continuing; (df) Investments in respect of Hedging Transactions; (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) loans and advances to employees employees, officers and directors of the Borrower Company or its any of the Subsidiaries in connection with equity incentive arrangements in an aggregate amount not to exceed $2,000,000; provided that the proceeds of such loans and advances are paid to the Company or any of the Subsidiaries, as applicable, in connection with such equity incentive arrangements; (i) Permitted Acquisitions permitted pursuant to Section 7.4; (j) Investments constituting deposits made in connection with the purchase of goods or services in the ordinary course of business (including, without limitation, for travel, entertainment and relocation expenses) in an aggregate amount for the Borrower and its Subsidiaries such deposits not to exceed $250,000 100,000 at any one time outstandingtime; (ek) investments by the Borrower or any of its Subsidiaries other Investments not described above in the Borrower or any Person that, prior to such investment, is a Wholly Owned Subsidiary Guarantor; (f) Loans by Xxxxx Finance Company or Xxxxx Sugar Corporation in the ordinary course of business an amount not to exceed $5,000,000 in 10,000,000 over the aggregate outstanding term of this Agreement, provided that at the time of any time; (g) advancessuch Investment, loans, extensions no Default or Event of credit existing on the date hereof Default has occurred and listed on Schedule 7.8(g); (h) advances consisting of the payment or prepayment by the Borrower or is continuing. In valuing any of its Subsidiaries of operating expenses and repair and maintenance expenses Investments for the Leased Plants pursuant to purpose of applying the terms of the relevant Plant Lease Documents so long limitations set forth in this Section 7.8 (except as (i) the aggregate unreimbursed amount of all otherwise expressly provided herein), such advances does not exceed $15,000,000 at any time, (ii) the Borrower's right to Investment shall be paid or reimbursed for such advances is secured by perfected Liens in the inventory of sugar processed taken at the Leased Plants and all accounts receivable and other proceeds from the sale original cost thereof, without allowance for any subsequent write-offs or other disposition appreciation or depreciation, but less any amount repaid or recovered on account of such processed sugar, and (iii) the payment capital or reimbursement terms applicable to such advances (including the amount and type of assets subject to the Liens required by clause (ii) above) are acceptable to the Required Lenders; (i) investments made by the Borrower or any of its Subsidiaries in Xxxxx Finance Company in an aggregate amount outstanding at any one time not to exceed $5,000,000; and (j) cash capital contributions to the SPV made prior to the date hereof, and investments and advances, if any, arising from the sale of Receivables pursuant to the Receivables Securitization Programprincipal.

Limitation on Investments, Loans and Advances. Make any advance, loan, extension of credit (by way of guaranty or otherwise) or capital contribution to, or purchase any stock, bonds, notes, debentures or other securities of or any assets constituting all or a material part of a business unit of, or make any other investment in, any PersonPerson (each an "Investment"), except: (a) extensions of trade credit in the ordinary course of business; (b) investments Investments in cash and Cash Equivalents; (c) Guarantee Obligations permitted by Section 7.2Pending Physician Transactions that close within ninety days after the Closing Date; (d) Permitted Physician Transactions; (e) Investments existing on the Closing Date and described on Schedule 7.8, setting forth the respective amounts of such Investments as of the Closing Date; (f) loans and advances to officers, directors or employees of the Borrower or its Subsidiaries in the ordinary course of business (including, without limitation, for travel, entertainment and relocation expenses) in an aggregate amount for the Borrower and its Subsidiaries not to exceed $250,000 2,500,000 at any one time outstanding; outstanding (einclusive of any such loans or advances listed on Schedule 7.8), provided that (i) investments all such loans and advances shall be evidenced by recourse promissory notes, (ii) such promissory notes shall not contain any restriction on assignment or transfer and (iii) the Borrower or any Agent, for the ratable benefit of its Subsidiaries itself and the other Lenders, shall hold a perfected, first priority security interest in all such promissory notes and related security pursuant to the Borrower or any Person that, prior to such investment, is a Wholly Owned Subsidiary Guarantor; (f) Loans by Xxxxx Finance Company or Xxxxx Sugar Corporation in the ordinary course of business not to exceed $5,000,000 in the aggregate outstanding at any timeSecurity Documents; (g) advancesloans and advances to physicians in connection with the recruitment or retention of such physicians by Affiliated Providers, loans, extensions provided that (i) the aggregate principal amount of credit existing on the date hereof all such loans and advances at any time outstanding shall not exceed $5,000,000 (inclusive of any such loans or advances listed on Schedule 7.8(g7.8), (ii) the aggregate loans and advances to any physician shall not exceed $300,000, (iii) no loan or advance shall have a maturity greater than three years, (iv) all such loans and advances shall be evidenced by recourse promissory notes, (v) such promissory notes shall not contain any restriction on assignment or transfer and (vi) the Agent, for the ratable benefit of itself and the other Lenders, shall hold a perfected, first priority security interest in all such promissory notes and related security pursuant to the Security Documents; (h) advances consisting of the payment or prepayment Investments by the Borrower or any of in its Subsidiaries of operating expenses and repair investments by such Subsidiaries in the Borrower and maintenance expenses for the Leased Plants pursuant to the terms in other Subsidiaries; (i) Investments of the relevant Plant Lease Documents so long as Borrower and its Subsidiaries under the Hedge Agreements permitted by subsection 7.2(d); (j) advances of premiums under split-dollar life insurance policies, provided that (i) the aggregate unreimbursed amount owner of all each such advances does not exceed $15,000,000 at any timepolicy is a physician employed by an Affiliated Provider, (ii) such split-dollar life insurance policy was purchased as partial consideration for the Borrower's right to be paid or reimbursed for employment of the physician by an Affiliated Provider in connection with a Physician Transaction involving such advances is secured by perfected Liens in the inventory of sugar processed at the Leased Plants and all accounts receivable and other proceeds from the sale or other disposition of such processed sugar, Affiliated Provider and (iii) the payment or reimbursement terms applicable to such advances (including the amount and type of assets subject insurance policy has been assigned to the Liens required by clause (ii) above) are acceptable Borrower or a Subsidiary to the Required Lenders; (i) investments made secure premium advances on such policy by the Borrower or any such Subsidiary and reassigned to the Agent, for the ratable benefit of its Subsidiaries in Xxxxx Finance Company in an aggregate amount outstanding at any one time not itself and the Lenders, pursuant to exceed $5,000,000the Security Documents; and (jk) cash capital contributions Program Loans by the Borrower and its Subsidiaries to Affiliated Providers pursuant to Service Agreements, provided that (i) each Program Loan shall be evidenced by a recourse promissory note, (ii) each such promissory note shall not contain any restriction on assignment or transfer and (iii) the SPV made prior to Agent shall hold a perfected, first priority security interest in all Program Loans and all security therefor, for the date hereofratable benefit of itself and the Lenders, and investments and advances, if any, arising from the sale of Receivables pursuant to the Receivables Securitization ProgramSecurity Documents.

Limitation on Investments, Loans and Advances. Make or allow to remain outstanding any advanceInvestment (whether such investment shall be of the character of investment in shares of stock, loan, extension evidences of credit (by way of guaranty indebtedness or other securities or otherwise) in, or capital contribution any loans or advances to, or purchase any stock, bonds, notes, debentures or Person other securities of or any assets constituting all or a material part of a business unit of, or make any other investment in, any Person, exceptthan: (a) extensions of trade credit Permitted Investments; (b) Investments existing on the Effective Date and listed on Schedule 8.7 hereof; (c) sales on open account in the ordinary course of business; (bd) investments intercompany loans or intercompany Investments made by Obagi or any of its Subsidiaries to or in Cash Equivalentsany Guarantor or any Borrower; provided that, in the case of any intercompany loans or intercompany Investments made by any Borrower in any Guarantor, the aggregate amount from time to time outstanding in respect thereof shall not exceed $50,000; and provided, further, that in each case, no Default or Event of Default shall have occurred and be continuing at the time of making such intercompany loan or intercompany Investment or result from such intercompany loan or intercompany Investment being made and that any intercompany loans shall be evidenced by and funded under an Intercompany Note pledged to the Agent under the appropriate Collateral Documents; (ce) Guarantee Obligations permitted by Section 7.2Investments in respect of Hedging Transactions provided that such transaction is entered into for risk management purposes and not for speculative purposes; (df) loans and advances to employees employees, officers and directors of the Borrower Obagi or any of its Subsidiaries for moving, entertainment, travel and other similar expenses in the ordinary course of business (including, without limitation, for travel, entertainment and relocation expenses) in an the aggregate amount for the Borrower and its Subsidiaries not to exceed $250,000 at any one time outstanding; (e) investments by the Borrower or any of its Subsidiaries in the Borrower or any Person that, prior to such investment, is a Wholly Owned Subsidiary Guarantor; (f) Loans by Xxxxx Finance Company or Xxxxx Sugar Corporation in the ordinary course of business not to exceed $5,000,000 in the aggregate outstanding at any time; (g) advances, loans, extensions Investments in any joint ventures provided that both at the time of credit existing on the date hereof and listed on Schedule 7.8(g); (h) advances consisting of the payment or prepayment by the Borrower or immediately after giving effect to any of its Subsidiaries of operating expenses and repair and maintenance expenses for the Leased Plants pursuant to the terms of the relevant Plant Lease Documents so long as such joint venture Investment (i) no Default or Event of Default shall have occurred and be continuing or shall result from the making of such joint venture Investment, (ii) the aggregate unreimbursed Cash amount of all such advances joint venture Investments during the current Fiscal Year does not exceed $15,000,000 2,000,000 at any time, (iii) the aggregate Equity Interest given by a Borrower in connection with any such joint venture Investment does not exceed twenty percent (20%) of the aggregate amount of such Borrower’s Equity Interest or joint venturer partner’s outstanding capital stock or other equity securities, and (iv) with respect to any joint venture investment entered into for the purpose of purchasing all or substantially all or any material portion of the assets or business interests or a division or other business unit of any person (each a “Target”), or any equity interest of any Target, such Target has maintained positive net income for the twelve month period immediately preceding (x) the date of such joint venture investment and (y) the date of the purchase of such Target. (h) other Investments not described above provided that both at the time of and immediately after giving effect to any such Investment (i) no Default or Event of Default shall have occurred and be continuing or shall result from the making of such Investment and (ii) the Borrower's right to aggregate amount of all such Investments shall not exceed $1,000,000 at any time outstanding. In valuing any Investments for the purpose of applying the limitations set forth in this Section 8.7 (except as otherwise expressly provided herein), such Investment shall be paid or reimbursed for such advances is secured by perfected Liens in the inventory of sugar processed taken at the Leased Plants and all accounts receivable and other proceeds from the sale original cost thereof, without allowance for any subsequent write-offs or other disposition appreciation or depreciation, but less any amount repaid or recovered on account of such processed sugar, and (iii) the payment capital or reimbursement terms applicable to such advances (including the amount and type of assets subject to the Liens required by clause (ii) above) are acceptable to the Required Lenders; (i) investments made by the Borrower or any of its Subsidiaries in Xxxxx Finance Company in an aggregate amount outstanding at any one time not to exceed $5,000,000; and (j) cash capital contributions to the SPV made prior to the date hereof, and investments and advances, if any, arising from the sale of Receivables pursuant to the Receivables Securitization Programprincipal.

Limitation on Investments, Loans and Advances. Make any advance, loan, extension of credit (by way of guaranty or otherwise) or capital contribution toInvestment, or purchase any stock, bonds, notes, debentures or other securities of or any assets constituting all or a material part of a business unit of, or make any other investment in, any Person, except: (a) Permitted Investments; (b) Investments existing on the Effective Date and listed on Schedule 8.8 hereof; (c) extensions of trade credit in the ordinary course of business; (b) investments in Cash Equivalents; (c) Guarantee Obligations permitted by Section 7.2; (d) loans and advances to officers and employees of the Borrower Company or its Subsidiaries any Subsidiary in the ordinary course of business (including, without limitation, for travel, entertainment and relocation expenses) in an aggregate amount for the Borrower and its Subsidiaries amount, not to exceed $250,000 1,000,000 at any one time outstanding; (e) investments Intercompany Loans, Advances or Investments made on or after the Effective Date to the Company, or by the Borrower Company to any Guarantor or by any Guarantor to the Company or any other Guarantor (provided that any Intercompany Loan hereunder shall be evidenced by and funded under an Intercompany Note which Intercompany Note shall be pledged to the Agent for the benefit of its Subsidiaries in the Borrower Banks pursuant to the Domestic Security Agreement), provided that at the time any such loan, advance or any Person that, prior to such investment, investment is a Wholly Owned Subsidiary Guarantormade (before and after giving effect thereto) no Event of Default has occurred and is continuing; (f) Loans loans and advances by Xxxxx Finance the Company or Xxxxx Sugar Corporation to Xxxxxxxxx.xxx (x) existing on the Effective Date, in the ordinary course aggregate outstanding amount of business $15,000,000 to Xxxxxxxxx.xxx and (y) after the Effective Date, until the consummation of the Xxxxxxxxx.xxx Acquisition additional loans and advances in an aggregate amount not to exceed $5,000,000 in the aggregate outstanding at any timeone time outstanding [it being understood that following the consummation of the Xxxxxxxxx.xxx Acquisition in accordance with Section 7.20 hereof, the survivor of the Xxxxxxxxx.xxx Acquisition shall be a Guarantor subject to clause (e) hereof]; provided however that any such loans and advances shall be evidenced by and funded under an Intercompany Note which Intercompany Note shall be pledged to the Agent for the benefit of the Banks pursuant to the Domestic Security Agreement; (g) advancesIntercompany Loans and Advances by the Company (directly or through a Guarantor) to the Canadian Permitted Borrower in an aggregate amount not to exceed $5,000,000 at any one time outstanding; provided, loans, extensions however that if any such loans and advances shall be evidenced by and funded under an Intercompany Note such Intercompany Note shall be pledged to the Agent for the benefit of credit existing on the date hereof and listed on Schedule 7.8(g)Banks pursuant to the Domestic Security Agreement; (h) Intercompany Loans and Advances by the Company (directly or through a Guarantor) to the Company's Foreign Subsidiaries in an aggregate amount not to exceed $5,000,000 at any one time outstanding; provided however that any such loans and advances consisting shall be evidenced by and funded under an Intercompany Note such Intercompany Note shall be pledged to the Agent for the benefit of the payment or prepayment by the Borrower or any of its Subsidiaries of operating expenses and repair and maintenance expenses for the Leased Plants Banks pursuant to the terms of the relevant Plant Lease Documents so long as (i) the aggregate unreimbursed amount of all such advances does not exceed $15,000,000 at any time, (ii) the Borrower's right to be paid or reimbursed for such advances is secured by perfected Liens in the inventory of sugar processed at the Leased Plants and all accounts receivable and other proceeds from the sale or other disposition of such processed sugar, and (iii) the payment or reimbursement terms applicable to such advances (including the amount and type of assets subject to the Liens required by clause (ii) above) are acceptable to the Required LendersDomestic Pledge Agreement; (i) Investments in respect of Hedging Transactions; (j) Permitted Acquisitions permitted pursuant to Section 8.4; and. (k) other investments made by the Borrower or in any of its Subsidiaries in Xxxxx Finance Company Person in an aggregate amount outstanding not to exceed $2,000,000 at any one time not to exceed $5,000,000; and outstanding. In valuing any Investments for the purpose of applying the limitations set forth in this Section 8.8 (j) cash except as otherwise expressly provided herein), such Investment shall be taken at the original cost thereof, without allowance for any subsequent write-offs or appreciation or depreciation, but less any amount repaid or recovered on account of capital contributions to the SPV made prior to the date hereof, and investments and advances, if any, arising from the sale of Receivables pursuant to the Receivables Securitization Programor principal.

Limitation on Investments, Loans and Advances. Make any advance, loan, extension of credit (by way of guaranty or otherwise) or capital contribution to, or incur any Guarantee Obligation on behalf or for the benefit of, or purchase any stock, bonds, notes, debentures or other securities of or any assets constituting all or a material part of a business unit of, or make any other investment in(including by the issuance of letters of credit) in (collectively, “Investments”), any Person, except: (a) extensions of trade credit in the ordinary course of business; (b) investments in Cash Equivalents; (c) Guarantee Obligations permitted by Section 7.2; (d) loans and advances to officers and employees of the Borrower or its Borrowers and their Subsidiaries for travel, entertainment and relocation expenses in the ordinary course of business (including, without limitation, for travel, entertainment and relocation expenses) in an aggregate amount for the Borrower Borrowers and its their Subsidiaries not to exceed $250,000 1,000,000 at any one time outstanding; (d) investments, loans or advances, the material details of which have been set forth on Schedule 8.8; (e) investments so long as no Default or Event of Default shall have occurred and be continuing, Investments by the Borrower any Loan Party, Subsidiary or Affiliate in which EPPHC has a direct or indirect investment in any of its Subsidiaries other Loan Party, Subsidiary or Affiliate in the Borrower which EPPHC has a direct or any Person that, prior to such indirect investment, is a Wholly Owned Subsidiary Guarantor; (f) Loans by Xxxxx Finance Company acquisitions and investments made or Xxxxx Sugar Corporation entered into in the ordinary course of business not to exceed $5,000,000 in the aggregate outstanding at any timeconnection with theOil and Gas Business; (g) advancestransactions expressly permitted or contemplated under subsection 8.2 (provided, loansthat no loans may be made by the Borrower pursuant to subsection 8.2(g) at any time when a Default, extensions Event of credit existing on the date hereof Default, Borrowing Base Deficiency or Collateral Value Deficiency shall have occurred and listed on Schedule 7.8(gbe continuing); (h) loans or advances consisting to El Paso Corporation existing as of the payment or prepayment by Closing Date under the Borrower or any of its Subsidiaries of operating expenses and repair and maintenance expenses for Cash Management Program in the Leased Plants pursuant to the terms of the relevant Plant Lease Documents so long as (i) the aggregate unreimbursed approximate amount of all such $262,000,000, provided that when said loans and advances does are repaid they may not exceed $15,000,000 at any time, (ii) the Borrower's right to be paid loaned or reimbursed for such advances is secured by perfected Liens in the inventory of sugar processed at the Leased Plants and all accounts receivable and other proceeds from the sale or other disposition of such processed sugar, and (iii) the payment or reimbursement terms applicable to such advances (including the amount and type of assets subject to the Liens required by clause (ii) above) are acceptable to the Required Lendersadvanced again; (i) investments provided no Default, Event of Default, Borrowing Base Deficiency, or Collateral Value Deficiency shall have occurred and is continuing, additional loans or advances made by on a revolving basis to El Paso Corporation under the Borrower or any Cash Management Program up to a maximum outstanding amount of its Subsidiaries in Xxxxx Finance Company in an aggregate amount outstanding at any one time not to exceed $5,000,000125,000,000; and (j) cash capital contributions to the SPV made prior to the date hereof, and investments and advances, if any, arising from the sale Investments not otherwise permitted hereunder in an amount at any time not in excess of Receivables pursuant to the Receivables Securitization Program$10,000,000.

Limitation on Investments, Loans and Advances. Make any advance, -------------------------------------------------- loan, extension of credit (by way of guaranty or otherwise) or capital contribution to, or purchase any stock, bonds, notes, debentures or other securities of or any assets constituting all or a material part of a business unit of, or make any other investment in, any Person, exceptexcept : (a) extensions of trade credit in the ordinary course of business; (b) investments in Cash Equivalents; (c) Guarantee Obligations permitted by Section 7.2the Asset Transfer; (d) loans and advances to employees of the Borrower or its Subsidiaries for travel, entertainment and relocation expenses in the ordinary course of business (including, without limitation, for travel, entertainment and relocation expenses) in an aggregate amount for the Borrower and its Subsidiaries not to exceed $250,000 150,000 at any one time outstandingoutstanding and additional loans and advances to employees which exist on the Closing Date; (e) investments by the Borrower or any of in, and loans, advances and capital contributions by the Borrower to, its Subsidiaries in and investments by such Subsidiaries in, and loans, advances and capital contributions by Subsidiaries to, the Borrower or any Person that, prior to such investment, is a Wholly Owned Subsidiary Guarantorand other Subsidiaries; (f) Loans loans made by Xxxxx Finance Company the Borrower to Zhone or Xxxxx Sugar Corporation Premisys at any time when no Default or Event of Default is continuing in an aggregate principal amount for any fiscal year of the ordinary course of business Borrower not to exceed $5,000,000 in the amount equal to 100% of Excess Cash Flow for the fiscal year of the Borrower most recently ended minus the aggregate outstanding at amount of repayments made by the Borrower of amounts owing under the Zhone Subordinated Note made during the current fiscal year; provided that (i) for the fiscal year during which the Closing Date and the Reorganization occur, Excess Cash Flow shall be determined on a pro forma basis as if the Closing Date, the Reorganization and the other transactions contemplated hereby had occurred on the first day of such fiscal year and (ii) any timesuch loans shall be subordinated to the other obligations of Zhone or Premisys (as the case may be) upon terms reasonably satisfactory to the Administrative Agent and shall be evidenced by promissory notes which are delivered to the Administrative Agent and pledged pursuant to the Subsequent Collateral Agreement; (g) advancesadditional investments, loans, extensions of credit existing on the date hereof loans and listed on Schedule 7.8(g); (h) advances consisting of the payment or prepayment by the Borrower or any of its Subsidiaries of operating expenses and repair and maintenance expenses for the Leased Plants pursuant to the terms extent that the sum of the relevant Plant Lease Documents so long as (i) the aggregate unreimbursed principal amount of all such advances investments and loans at any one time outstanding and (ii) the aggregate amount of such investments made since the Closing Date, does not exceed $15,000,000 at any time, (ii) the Borrower's right to be paid or reimbursed for such advances is secured by perfected Liens 500,000 in the inventory of sugar processed at the Leased Plants and all accounts receivable and other proceeds from the sale or other disposition of such processed sugar, and (iii) the payment or reimbursement terms applicable to such advances (including the amount and type of assets subject to the Liens required by clause (ii) above) are acceptable to the Required Lenders; (i) investments made by the Borrower or any of its Subsidiaries in Xxxxx Finance Company in an aggregate amount outstanding at any one time not to exceed $5,000,000; and (j) cash capital contributions to the SPV made prior to the date hereof, and investments and advances, if any, arising from the sale of Receivables pursuant to the Receivables Securitization Programaggregate.

Limitation on Investments, Loans and Advances. Make or allow to remain outstanding any advanceInvestment (whether such investment shall be of the character of investment in shares of stock, loan, extension evidences of credit (by way of guaranty indebtedness or other securities or otherwise) in, or capital contribution any loans or advances to, or purchase any stock, bonds, notes, debentures or Person other securities of or any assets constituting all or a material part of a business unit of, or make any other investment in, any Person, exceptthan: (a) extensions of trade credit Permitted Investments; (b) Investments existing on the Effective Date and listed on Schedule 8.7 hereof; (c) sales on open account in the ordinary course of business; (bd) investments intercompany loans or intercompany Investments made by OMP or any of its Subsidiaries to or in Cash Equivalentsany Guarantor or any Borrower; provided that, in the case of any intercompany loans or intercompany Investments made by any Borrower in any Guarantor, the aggregate amount from time to time outstanding in respect thereof shall not exceed $50,000; and provided, further, that in each case, no Default or Event of Default shall have occurred and be continuing at the time of making such intercompany loan or intercompany Investment or result from such intercompany loan or intercompany Investment being made and that any intercompany loans shall be evidenced by and funded under an Intercompany Note pledged to the Agent under the appropriate Collateral Documents; (ce) Guarantee Obligations permitted by Section 7.2Investments in respect of Hedging Transactions provided that such transaction is entered into for risk management purposes and not for speculative purposes; (df) loans and advances to employees employees, officers and directors of the Borrower OMP or any of its Subsidiaries for moving, entertainment, travel and other similar expenses in the ordinary course of business (including, without limitation, for travel, entertainment and relocation expenses) in an the aggregate amount for the Borrower and its Subsidiaries not to exceed $250,000 at any one time outstanding; (e) investments by the Borrower or any of its Subsidiaries in the Borrower or any Person that, prior to such investment, is a Wholly Owned Subsidiary Guarantor; (f) Loans by Xxxxx Finance Company or Xxxxx Sugar Corporation in the ordinary course of business not to exceed $5,000,000 in the aggregate outstanding at any time; (g) advances, loans, extensions Investments in any joint ventures provided that both at the time of credit existing on the date hereof and listed on Schedule 7.8(g); (h) advances consisting of the payment or prepayment by the Borrower or immediately after giving effect to any of its Subsidiaries of operating expenses and repair and maintenance expenses for the Leased Plants pursuant to the terms of the relevant Plant Lease Documents so long as such joint venture Investment (i) no Default or Event of Default shall have occurred and be continuing or shall result from the aggregate unreimbursed amount making of all such advances does not exceed $15,000,000 at any timejoint venture Investment, (ii) the Borrower's right to be paid or reimbursed for aggregate Cash amount of all such advances is secured by perfected Liens in joint venture Investments during the inventory of sugar processed current Fiscal Year does not exceed $2,000,000 at the Leased Plants and all accounts receivable and other proceeds from the sale or other disposition of such processed sugar, any time and (iii) the payment or reimbursement terms applicable to aggregate Equity Interest given by a Borrower in connection with any such advances joint venture Investment does not exceed twenty percent (including 20%) of the amount and type of assets subject to the Liens required by clause (ii) above) are acceptable to the Required Lenders; (i) investments made by the Borrower or any of its Subsidiaries in Xxxxx Finance Company in an aggregate amount of such Borrower’s Equity Interest or joint venturer partner’s outstanding at any one time not to exceed $5,000,000capital stock or other equity securities; and (jh) cash capital contributions other Investments not described above provided that both at the time of and immediately after giving effect to the SPV made prior to the date hereof, any such Investment (i) no Default or Event of Default shall have occurred and investments and advances, if any, arising be continuing or shall result from the sale making of Receivables pursuant to such Investment and (ii) the Receivables Securitization Programaggregate amount of all such Investments shall not exceed $1,000,000 at any time outstanding. In valuing any Investments for the purpose of applying the limitations set forth in this Section 8.7 (except as otherwise expressly provided herein), such Investment shall be taken at the original cost thereof, without allowance for any subsequent write-offs or appreciation or depreciation, but less any amount repaid or recovered on account of capital or principal.

Limitation on Investments, Loans and Advances. Make any advance, loan, extension of credit (by way of guaranty or otherwise) or capital contribution to, or purchase any stock, bonds, notes, debentures or other securities securities, of or any assets constituting all or a material part of a business unit of, or make any other investment in, any Person, except: (a) Permitted Investments; (b) Investments existing on the Effective Date and listed on Schedule 8.7 hereof; (c) extensions of trade credit in the ordinary course of business; (b) investments in Cash Equivalents; (c) Guarantee Obligations permitted by Section 7.2; (d) loans and advances to officers and employees of the Borrower a Credit Party or its Subsidiaries to officers and employees of any Subsidiary in the ordinary course of business (including, without limitation, for travel, entertainment and relocation expenses) in an aggregate amount for the Borrower and its Subsidiaries amount, not to exceed $250,000 1,000,000 at any one time outstanding, to the extent permitted by applicable law; (e) investments Intercompany Loans, Advances or Investments made on or after the Effective Date by the Borrower any Credit Party or any Guarantor to any Domestic Loan Party; provided that any Intercompany Loan hereunder shall be evidenced by and funded under an Intercompany Note encumbered in favor of its Subsidiaries in the Borrower Agent pursuant to a Security Agreement and provided further that at the time any such loan, advance or any Person that, prior to such investment, investment is a Wholly Owned Subsidiary Guarantormade (before and after giving effect thereto) no Default or Event of Default has occurred and is continuing; (f) Loans by Xxxxx Finance Company or Xxxxx Sugar Corporation in the ordinary course of business not to exceed $5,000,000 in the aggregate outstanding at any timePermitted Acquisitions; (g) advancesIntercompany Loans, loansAdvances or Investments, extensions of credit existing on the date hereof and including those listed on Schedule 7.8(g8.7 and those made after the Effective Date, by all Credit Parties to any Eligible Foreign Subsidiary in an aggregate amount not to exceed $35,000,000 at any one time outstanding (provided that all Intercompany Loans covered by this clause (except the existing promissory notes from Plastipak Brazil as maker to Packaging as payee, and any extensions and renewals (but not increases) thereof in an aggregate principal amount of $2,100,000 as of the date hereof) shall be evidenced by and funded under an Intercompany Note encumbered in favor of the Agent pursuant to the applicable Security Agreement and provided further that at the time any such loan, advance or investment is made (before and after giving effect thereto) no Default or Event of Default has occurred and is continuing); (h) advances consisting of the payment or prepayment by the Borrower or any of its Subsidiaries of operating expenses and repair and maintenance expenses for the Leased Plants pursuant to the terms of the relevant Plant Lease Documents so long as (i) the aggregate unreimbursed amount of all such advances does not exceed $15,000,000 at any time, (ii) the Borrower's right to be paid or reimbursed for such advances is secured by perfected Liens Investments in the inventory of sugar processed at the Leased Plants and all accounts receivable and other proceeds from the sale or other disposition of such processed sugar, and (iii) the payment or reimbursement terms applicable to such advances (including the amount and type of assets subject to the Liens required by clause (ii) above) are acceptable to the Required Lenders; (i) investments made by the Borrower or any of its Subsidiaries in Xxxxx Finance Company in an aggregate amount outstanding at any one time not to exceed $5,000,000; and (i) Investments in an amount not to exceed the lesser of (i) $25,000,000 and (ii) $19,891,235, plus 50% of Consolidated Net Income for the period (taken as one accounting period) from the first day of the fiscal quarter ending on or about January 31, 2005 to the end of Holdings' most recently ended fiscal quarter for which internal financial statements are available at the time of such Investment (or, if such Consolidated Net Income for such period is a deficit, less 100% of such deficit); and (j) cash capital contributions Investments in any Subsidiary (including, without limitation, any Special Purpose Subsidiary) from and after the date hereof (provided that no Default or Event of Default has occurred and is continuing at the time of such investment), consisting of (x) dispositions of specific accounts receivable made pursuant to any Permitted Securitization and the resultant Debt issued by a Special Purpose Subsidiary to another Subsidiary as part of such Permitted Securitization, in each case to the SPV made prior to extent constituting Investments hereunder; and (y) the repurchase or replacement from and after the date hereof, and investments and advances, if any, arising from the sale hereof of Receivables accounts receivable pursuant to any representations or warranties or clean up call provisions included in such Permitted Securitization in accordance with the Receivables Securitization Programdefinition thereof. In valuing any Investments for the purpose of applying the limitations set forth in this Section 8.7 (except as otherwise expressly provided herein), such Investment shall be taken at the original cost thereof, without allowance for any subsequent write-offs or appreciation or depreciation, but less any amount repaid or recovered on account of capital or principal.

Limitation on Investments, Loans and Advances. Make any advance, loan, extension of credit (by way of guaranty or otherwise) or capital contribution to, or purchase any stock, bonds, notes, 71 66 debentures or other securities of or any assets constituting all or a material part of a business unit of, or make any other investment in, any PersonPerson (each of the foregoing an "INVESTMENT"), except: (a) extensions of trade credit in the ordinary course of business; (b) investments Investments in Cash and Cash Equivalents; (c) Guarantee Obligations permitted by Section 7.2; (d) loans and advances to employees of the Borrower or its Subsidiaries in the ordinary course of business (including, without limitation, for travel, entertainment and relocation expensesexpenses in the ordinary course of business; (i) in an aggregate amount for Investments of the Borrower and its Subsidiaries not in Subsidiaries of the Borrower as such investments are in effect on the date hereof and (ii) loans and advances by Subsidiaries of the Borrower to exceed $250,000 at any one time outstandingthe Borrower; (e) investments additional Investments by the Borrower or any of by its Subsidiaries in wholly owned existing Subsidiaries of the Borrower or any Person that, prior to such investment, is a Wholly Owned Subsidiary GuarantorBorrower; (f) Loans by Xxxxx Finance Company or Xxxxx Sugar Corporation Investments in the ordinary course Capital Stock or the assets of business not to exceed $5,000,000 in Soda Ash Partners; PROVIDED that at the aggregate outstanding at any timetime of the making of such Investment no Default or Event of Default shall have occurred and be continuing or shall result therefrom; (g) advancesInvestments consisting of the acquisition of all or substantially all of the assets of, loansor Capital Stock of, extensions a Person or division or line of credit existing business of a Person if immediately after giving effect thereto (i) no Default or Event of Default shall have occurred and be continuing or would result therefrom, (ii) the Borrower shall be in compliance, on a PRO FORMA basis after giving effect to such acquisition, with the covenants contained in subsection 7.1 recomputed as at the last day of the most recently ended fiscal quarter of the Borrower as if such acquisition had occurred on the date hereof first day of each relevant period for testing such compliance, and listed on Schedule 7.8(g)the Borrower shall have delivered to the Administrative Agent, a certificate of its chief financial officer to such effect accompanied by all relevant financial information for such acquisition and (iii) if such acquisition is of assets other than Capital Stock, the acquiring Person shall be a Grantor under the Guarantee and Pledge Agreement; provided that no acquisition may be made of the Capital Stock of any public company unless the Board of Directors (or other governing body) of such company approves such acquisition at the time it is commenced; (h) advances consisting of the payment or prepayment by the Borrower or any of its Subsidiaries of operating expenses and repair and maintenance expenses for the Leased Plants Capital Expenditures made pursuant to the terms of the relevant Plant Lease Documents so long as (i) the aggregate unreimbursed amount of all such advances does not exceed $15,000,000 at any time, (ii) the Borrower's right to be paid or reimbursed for such advances is secured by perfected Liens and in the inventory of sugar processed at the Leased Plants and all accounts receivable and other proceeds from the sale or other disposition of such processed sugar, and (iii) the payment or reimbursement terms applicable to such advances (including the amount and type of assets subject to the Liens required by clause (ii) above) are acceptable to the Required Lendersaccordance with subsection 7.9; (i) investments made by the Borrower or any of its Subsidiaries in Xxxxx Finance Company in an aggregate amount outstanding at any one time additional Investments not to exceed $5,000,00050,000,000 in the aggregate if immediately after giving effect thereto (i) no Default or Event of Default shall have occurred and be continuing or would result therefrom, and (ii) the Borrower shall be in compliance on a PRO FORMA basis after giving effect to such Investment, with the covenants contained in subsection 7.1 recomputed as at the last day of the most recently ended fiscal quarter of the Borrower as if such Investment had occurred on 72 67 the first day of each relevant period for testing such compliance, and the Borrower shall have delivered to the Administrative Agent, a certificate of its chief financial officer to such effect accompanied by all relevant financial information for such acquisition; provided that no acquisition may be made of the Capital Stock of any public company unless the Board of Directors (or other governing body) of such company approves such acquisition at the time it is commenced; and (j) cash capital contributions to the SPV Restricted Investments made prior to the date hereof, and investments and advances, if any, arising from the sale of Receivables pursuant to the Receivables Securitization Programin accordance with subsection 7.8.

Limitation on Investments, Loans and Advances. Make any advance, loan, extension of credit (by way of guaranty or otherwise) or capital contribution to, or purchase any stock, bonds, notes, debentures or other securities of or any assets constituting all or a material part of a business unit of, or make any other investment in, any other Person, except: (a) extensions of trade credit in the ordinary course of business; (b) acquisition of securities of a Person as a means of making Capital Expenditures permitted pursuant to subsection 6.9, subject to the limitations set forth therein; (c) investments in Cash Equivalents; (cd) Guarantee Obligations contributions to Holdings permitted by Section 7.2under subsections 6.8; (de) loans and advances to officers and employees of the a Borrower or its Subsidiaries affiliate entities of such officers or employees (whose obligations under the loans or advances, as applicable, are guaranteed by such officers or employees, as applicable) in the ordinary course of business (including, without limitation, for travel, entertainment and relocation expenses) in an provided that the aggregate principal amount for the Borrower and its Subsidiaries thereof outstanding at any time does not to exceed $250,000 at any one time outstanding; (e) investments by the Borrower or any of its Subsidiaries in the Borrower or any Person that, prior to such investment, is a Wholly Owned Subsidiary Guarantor1,000,000; (f) Loans by Xxxxx Finance Company or Xxxxx Sugar Corporation in the ordinary course of business not to exceed $5,000,000 in the aggregate outstanding at any time; acquisition (ga "Permitted Acquisition") advances, loans, extensions of credit existing on the date hereof and listed on Schedule 7.8(g); (h) advances consisting of the payment or prepayment by the Borrower Company or any of its Subsidiaries of operating expenses and repair and maintenance expenses for a business through the Leased Plants pursuant to the terms purchase or other acquisition of all or a portion of the relevant Plant Lease Documents so long as assets or Capital Stock of any Person provided that the business or assets acquired fall within the restrictions of subsection 6.15; and provided, further, that: (i) the aggregate unreimbursed amount of Total Amount Expended in connection with all such advances does Permitted Acquisitions shall not exceed $15,000,000 at 100,000,000 in the aggregate during (x) the period commencing on the Closing Date and ending on June 30, 2002, or (y) any timeperiod of four consecutive fiscal quarters ending on any June 30 thereafter, provided that the Company and its Subsidiaries may carry over and add to the $100,000,000 permitted amount for the succeeding period an amount equal to the excess, if any (up to $100,000,000), of (A) the aggregate amount permitted during the prior period (after giving effect to any carryover pursuant to this proviso) over (B) the Total Amount Expended during such prior period; (ii) no Default or Event of Default shall have occurred and be continuing on the Borrower's right date thereof or after giving effect to be paid or reimbursed for such advances is secured by perfected Liens in the inventory of sugar processed proposed Permitted Acquisition, and at the Leased Plants and all accounts receivable and other proceeds from request of the sale or other disposition Administrative Agent, the Administrative Agent shall have received within five days prior to the consummation of such processed sugar, and Permitted Acquisition a certificate on behalf of the Company of a Responsible Officer of the Company confirming such statement; and (iii) the payment Lenders shall have received not later than the date of completion of such Permitted Acquisition, (I) available information regarding such Permitted Acquisition (including historical and projected revenue and cash flow and purchase price), (II) a pro forma consolidated balance sheet of the Company and its consolidated Subsidiaries as at the end of the most recent period for which financial statements shall have been delivered to the Lenders pursuant to subsection 5.1(a) or reimbursement terms applicable (b), adjusted to give effect to the consummation of such Permitted Acquisition and all other Permitted Acquisitions consummated prior to such advances date and any related financings and other transactions contemplated thereby (including the amount and type "Acquisition Pro Forma Balance Sheet") which such Acquisition Pro Forma Balance Sheet shall demonstrate compliance with the requirements of assets subject to the Liens required by clause (ii) above) are acceptable to the Required Lenders; (i) investments made by the Borrower or any of its Subsidiaries in Xxxxx Finance Company in an aggregate amount outstanding at any one time not to exceed $5,000,000; and (j) cash capital contributions to the SPV made prior to the date hereof, and investments and advances, if any, arising from the sale of Receivables pursuant to the Receivables Securitization Program.Loan

Limitation on Investments, Loans and Advances. Make or allow to remain outstanding any advanceInvestment (whether such investment shall be of the character of investment in shares of stock, loan, extension evidences of credit (by way of guaranty indebtedness or other securities or otherwise) or capital contribution toin, or purchase any stock, bonds, notes, debentures loans or other securities of or any assets constituting all or a material part of a business unit of, or make any other investment inadvances to, any Person, exceptfirm, corporation or other entity or association, other than: (a) Permitted Investments; (b) Investments existing on the Effective Date and listed on Schedule 8.8 of the Senior Credit Agreement on the date hereof; (c) extensions of trade credit in the ordinary course of business; (bd) investments in Cash EquivalentsIntercompany Loans, Advances or Investments made on or after the Effective Date by Borrower or Guarantor to Borrower or any Guarantor, provided that any Intercompany Loan hereunder shall be evidenced by and funded under an Intercompany Note encumbered pursuant to the appropriate Collateral Document, and provided further that at the time any such loan, advance or investment is made (both before and after giving effect thereto), no Default or Event of Default has occurred and is continuing; (ce) Guarantee Obligations permitted by Section 7.2Investments in respect of Hedging Transactions; (df) 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; (g) loans and advances to employees employees, officers and directors of the Borrower or its Subsidiaries any Guarantor in connection with equity incentive arrangements after the date hereof, provided that the proceeds of such loans and advances are paid to Borrower or Guarantor, as applicable, in connection with such equity incentive arrangements; and provided further that both at the time of and immediately after giving effect to any such Investment, (i) no Default or Event of Default shall have occurred and be continuing and (ii) the aggregate amount of such Investment shall not exceed $500,000 over the term of this Agreement; (h) Investments constituting deposits made in connection with the purchase of goods or services in the ordinary course of business (including, without limitation, for travel, entertainment such deposits to be within normal commercial standards and relocation expenses) in an aggregate amount for the Borrower and its Subsidiaries not to exceed $250,000 at any one time outstanding;750,000 in the aggregate; and (ei) investments by the Borrower or any Investments consisting of its Subsidiaries in the Borrower or any Person thatloans and advances to employees for moving, prior to such investmententertainment, is a Wholly Owned Subsidiary Guarantor; (f) Loans by Xxxxx Finance Company or Xxxxx Sugar Corporation travel and other similar expenses in the ordinary course of business not to exceed $5,000,000 750,000 in the aggregate outstanding at any time;time outstanding. (gj) advances, loans, extensions Other Investments not described above provides that at the time of credit existing on the date hereof making such Investment and listed on Schedule 7.8(g); (h) advances consisting immediately after giving effect to such Investment no Default or Event of the payment or prepayment by the Borrower or any of its Subsidiaries of operating expenses Default shall have occurred and repair be continuing and maintenance expenses for the Leased Plants pursuant to the terms of the relevant Plant Lease Documents so long as (i) the aggregate unreimbursed amount of all such advances does Investments shall not exceed $15,000,000 at 750,000 over the term of this Agreement. In valuing any timeInvestments for the purpose of applying the limitations set forth in this Section 5.8 (except as otherwise expressly provided herein), (ii) the Borrower's right to such Investment shall be paid or reimbursed for such advances is secured by perfected Liens in the inventory of sugar processed taken at the Leased Plants and all accounts receivable and other proceeds from the sale original cost thereof, without allowance for any subsequent write-offs or other disposition appreciation or depreciation, but less any amount repaid or recovered on account of such processed sugar, and (iii) the payment capital or reimbursement terms applicable to such advances (including the amount and type of assets subject to the Liens required by clause (ii) above) are acceptable to the Required Lenders; (i) investments made by the Borrower or any of its Subsidiaries in Xxxxx Finance Company in an aggregate amount outstanding at any one time not to exceed $5,000,000; and (j) cash capital contributions to the SPV made prior to the date hereof, and investments and advances, if any, arising from the sale of Receivables pursuant to the Receivables Securitization Programprincipal.

Limitation on Investments, Loans and Advances. Make The Borrower shall not, and shall not permit any advanceof its Subsidiaries to, loanpurchase, extension hold or acquire beneficially any stock, other securities or evidences of credit (by way of guaranty Indebtedness of, make or otherwise) permit to exist any loans or capital contribution advances to, or purchase make or permit to exist any stock, bonds, notes, debentures investment or other securities of or acquire any assets constituting all or a material part of a business unit of, or make any other investment interest whatsoever in, any other Person, except: (a) extensions of trade credit to customers in the ordinary course of business; (b) investments in Cash EquivalentsPermitted Investments; (c) Guarantee Obligations permitted by Section 7.2; (d) loans and advances to employees of the Borrower or its Subsidiaries (other than NUI Utilities) for travel, entertainment and relocation expenses in the ordinary course of business; (d) existing equity interests in any Subsidiary; (e) loans and advances by the Borrower to (i) any Guarantor, (ii) Virginia Gas Company or any of its Subsidiaries to the extent permitted by Section 5.13(i) hereof, or (iii) any Restricted Subsidiary to the extent permitted by Section 5.13(j) hereof; (f) Permitted Acquisitions; (g) securities acquired in connection with the bankruptcy of any supplier or customer in the ordinary course of business (including, without limitation, for travel, entertainment and relocation expenses) consistent with past practices or in an aggregate amount for connection with the Borrower and its Subsidiaries not to exceed $250,000 at settlement of delinquent accounts of any one time outstanding; (e) investments by the Borrower such supplier or any of its Subsidiaries in the Borrower or any Person that, prior to such investment, is a Wholly Owned Subsidiary Guarantor; (f) Loans by Xxxxx Finance Company or Xxxxx Sugar Corporation in the ordinary course of business not to exceed $5,000,000 in the aggregate outstanding at any time; (g) advances, loans, extensions of credit existing on the date hereof and listed on Schedule 7.8(g)customer; (h) loans and advances consisting of the payment or prepayment by any Guarantor to the Borrower or to any of its Subsidiaries of operating expenses and repair and maintenance expenses for the Leased Plants pursuant to the terms of the relevant Plant Lease Documents so long as (i) the aggregate unreimbursed amount of all such advances does not exceed $15,000,000 at any time, (ii) the Borrower's right to be paid or reimbursed for such advances is secured by perfected Liens in the inventory of sugar processed at the Leased Plants and all accounts receivable and other proceeds from the sale or other disposition of such processed sugar, and (iii) the payment or reimbursement terms applicable to such advances (including the amount and type of assets subject to the Liens required by clause (ii) above) are acceptable to the Required Lenders;Guarantor; and (i) investments made (I)(A) the transfer of the Compressor by the Borrower to the Saltville Member and by the Saltville Member to the Saltville JV as contemplated by Section 5.5 in the Fiscal Year ended September 30, 2003, or (B) in lieu of any such transfer, the equity contribution, loans or advances of its Subsidiaries an aggregate amount not to exceed $20,000,000 by the Borrower to the Saltville Member and by the Saltville Member to the Saltville JV in Xxxxx Finance Company the Fiscal Year ended September 30, 2003, and (II) the equity contribution, loans or advances by the Borrower to the Saltville Member and by the Saltville Member to the Saltville JV in an aggregate amount outstanding at any one time not to exceed $5,000,00010,000,000 in the Fiscal Year ending September 30, 2004; provided that both before and after giving effect to any such transfer, loan or advance under this Section 5.16(i), no Potential Default or Event of Default shall have occurred and be continuing; and (j) cash capital contributions securities acquired in connection with asset sales to the SPV made prior to the date hereof, and investments and advances, if any, arising from the sale of Receivables pursuant to the Receivables Securitization Programextent permitted under Section 5.5.

Limitation on Investments, Loans and Advances. Make any advance, loan, extension of credit (by way of guaranty or otherwise) or capital contribution to, or purchase any stock, bonds, notes, debentures or other securities securities, of or any assets constituting all or a material part of a business unit of, or make any other investment Investment in, any PersonPerson (it being acknowledged that any Distribution permitted under Section 6.6 hereof shall not be considered an Investment under this Section 6.7), except: (a) Permitted Investments; (b) Investments existing on the Effective Date and listed on Schedule 6.7 hereto; (c) (i) extensions of trade credit in the ordinary course of business; , (bii) investments in Cash Equivalents; Debt under any Hedging Transaction, to the extent considered as an Investment hereunder and (ciii) Guarantee Obligations permitted by Section 7.2intercompany loans to CALP; (d) loans Guarantor’s ownership interest in CALP existing on the Effective Date, and advances to employees of Investments made after the Borrower or its Subsidiaries Effective Date in the ordinary course of business (including, without limitation, for travel, entertainment and relocation expenses) in an aggregate amount CALP for the Borrower purpose of funding Investments or other activities to be made or conducted, as the case may be, by CALP in compliance with the Credit Agreement, provided that, at the time of each such Investment by Guarantor, both before and its Subsidiaries not to exceed $250,000 at any one time outstandingafter giving effect thereto, no Default or Event of Default has occurred and is continuing; (e) investments Guarantor’s Investments in its other direct Subsidiaries (other than CALP and any Qualifying REIT Subsidiary) permitted hereunder for the purpose of funding activities to be conducted by the Borrower or any of its such Subsidiaries in the Borrower or any Person that, prior to such investment, is a Wholly Owned Subsidiary Guarantor; (f) Loans by Xxxxx Finance Company or Xxxxx Sugar Corporation in the ordinary course of business not to exceed $5,000,000 in the aggregate outstanding at any time; (g) advances, loans, extensions of credit existing on the date hereof and listed on Schedule 7.8(g); (h) advances consisting of the payment or prepayment by the Borrower or any of its Subsidiaries of operating expenses and repair and maintenance expenses for the Leased Plants pursuant to the terms of the relevant Plant Lease Documents so long as compliance with this Guaranty provided that (i) at the aggregate unreimbursed amount time of all each such advances does not exceed $15,000,000 at any timeInvestment by Guarantor, both before and after giving effect thereto, no Default or Event of Default has occurred and is continuing, and (ii) concurrently with the Borrower's right initial Investment in such Subsidiary, such Subsidiary executes and deliveries to be paid or reimbursed Agent for such advances is secured the benefit of the Banks, a guaranty on substantially the terms and conditions of this Guaranty and otherwise in form and substance, and supported by perfected Liens in corporate authority documents and legal opinions, satisfactory to Agent and the inventory of sugar processed at the Leased Plants and all accounts receivable and other proceeds from the sale or other disposition of such processed sugarMajority Banks, and (iii) the payment or reimbursement terms applicable aggregate amount of such Investments from and after the Effective Date (determined as of the date of each such Investment) shall not exceed $40,000,000. (f) Guarantor’s initial capital contribution to such advances (including the amount and type of assets subject any Qualifying REIT Subsidiary, to the Liens extent such capital contribution is required by clause (ii) above) are acceptable to the Required Lendersunder applicable law; (ig) investments made by Advances or distributions, whether cash or non-cash, under the Borrower or any of its Subsidiaries in Xxxxx Finance Company in an aggregate amount outstanding at any one time not Equity Incentive Plan, but only to exceed $5,000,000the extent permitted under Section 6.6 hereof; and (jh) cash Other Investments existing on or after the Effective Date to or in any Person (in addition to those Investments otherwise permitted under this Section 6.7), provided that (i) at the time any such Investment is made, both before and after giving effect thereto, no Default or Event of Default has occurred and is continuing, (ii) any such Investment would not violate any of the applicable limitations or restrictions governing real estate investment trusts under the Internal Revenue Code or cause Guarantor to lose its REIT status and (iii) such Investments do not exceed, in the aggregate, $25,000,000, less the aggregate amount of Investments made by CALP under Section 8.6(f) of the Credit Agreement. In valuing any Investments for the purpose of applying the limitations set forth in this Section 6.7 (except as otherwise expressly provided herein), such Investment shall be taken at the original cost thereof, without allowance for any subsequent write-offs or appreciation or depreciation, but less any amount repaid or recovered on account of capital contributions to the SPV made prior to the date hereof, and investments and advances, if any, arising from the sale of Receivables pursuant to the Receivables Securitization Programor principal.

Limitation on Investments, Loans and Advances. Make or allow to remain outstanding any advanceInvestment (whether such investment shall be of the character of investment in shares of stock, loan, extension evidences of credit (by way of guaranty indebtedness or other securities or otherwise) in, or capital contribution any loans or advances to, or purchase any stock, bonds, notes, debentures or Person other securities of or any assets constituting all or a material part of a business unit of, or make any other investment in, any Person, exceptthan: (a) extensions of trade credit Permitted Investments; (b) Investments existing on the Closing Date and listed on Schedule 8.7 hereof; (c) sales on open account in the ordinary course of business; (bd) investments intercompany loans made on or after the Closing Date to or in Cash Equivalentsany Guarantor or any Borrower; and evidenced by and funded under an Intercompany Note as defined in the Senior Credit Agreement pledged to the Administrative Agent and the Senior Lenders under the appropriate Collateral Documents; (ce) Guarantee Obligations permitted by Section 7.2intercompany Investments made on or after the Closing Date to or in any Guarantor (other than PMFG Merger Sub, Inc. if it becomes a Guarantor) or Borrower; (df) intercompany loans made on or after the Closing Date by any Credit Party to a Foreign Subsidiary provided that the aggregate amount of such loans shall not exceed $1,000,000, and such loans shall be evidenced by and funded under an Intercompany Note pledged to the Administrative Agent under the appropriate Collateral Documents and no Event of Default shall have occurred and be continuing at the time such loans are made; (g) intercompany Investments made on or after the Closing Date by any Credit Party to a Foreign Subsidiary or a Domestic Disregarded Subsidiary, provided that the aggregate amount of such Investments shall not exceed $1,000,000 and that no Event of Default shall have occurred and be continuing at the time such Investment is made; (h) intercompany Investments made on or after the Closing Date constituting Letters of Credit (as defined in and issued pursuant to the Senior Credit Agreement) issued to support or secure the obligations of any Foreign Subsidiary so long as the aggregate undrawn and unreimbursed amount of such Letters of Credit shall not exceed at any one time $4,000,000, and the amount of any draws made in connection with such Letters of Credit for which the applicable Foreign Subsidiary has not reimbursed the Borrowers shall not exceed at any one time $1,000,000; (i) Investments in respect of Hedging Transactions provided that such transaction is entered into for risk management purposes and not for speculative purposes; (j) loans and advances to employees employees, officers and directors of the Borrower or its Subsidiaries any Credit Party for moving, entertainment, travel and other similar expenses in the ordinary course of business (including, without limitation, for travel, entertainment and relocation expenses) in an the aggregate amount for the Borrower and its Subsidiaries not to exceed $250,000 at any one time outstanding; (ek) investments by the Borrower or any of its Subsidiaries Permitted Acquisitions and Investments in the Borrower or any Person that, prior acquired pursuant to such investment, is a Wholly Owned Subsidiary GuarantorPermitted Acquisition; (fl) Loans by Xxxxx Finance Company or Xxxxx Sugar Corporation in other Investments not described above provided that both at the ordinary course time of business not and immediately after giving effect to exceed $5,000,000 in the aggregate outstanding at any time; (g) advances, loans, extensions of credit existing on the date hereof and listed on Schedule 7.8(g); (h) advances consisting of the payment or prepayment by the Borrower or any of its Subsidiaries of operating expenses and repair and maintenance expenses for the Leased Plants pursuant to the terms of the relevant Plant Lease Documents so long as such Investment (i) no Event of Default shall have occurred and be continuing or shall result from the making of such Investment and (ii) the aggregate unreimbursed amount of all such advances does Investments shall not exceed $15,000,000 500,000 at any timetime outstanding. In valuing any Investments for the purpose of applying the limitations set forth in this Section 8.7 (except as otherwise expressly provided herein), (ii) the Borrower's right to such Investment shall be paid or reimbursed for such advances is secured by perfected Liens in the inventory of sugar processed taken at the Leased Plants and all accounts receivable and other proceeds from the sale original cost thereof, without allowance for any subsequent write-offs or other disposition appreciation or depreciation, but less any amount repaid or recovered on account of such processed sugar, and (iii) the payment capital or reimbursement terms applicable to such advances (including the amount and type of assets subject to the Liens required by clause (ii) above) are acceptable to the Required Lenders; (i) investments made by the Borrower or any of its Subsidiaries in Xxxxx Finance Company in an aggregate amount outstanding at any one time not to exceed $5,000,000; and (j) cash capital contributions to the SPV made prior to the date hereof, and investments and advances, if any, arising from the sale of Receivables pursuant to the Receivables Securitization Programprincipal.

Limitation on Investments, Loans and Advances. Make any --------------------------------------------- advance, loan, extension of credit (by way of guaranty or otherwise) or capital contribution to, or purchase any stock, bonds, notes, debentures or other securities of or any assets constituting all or a material part of a business unit of, or make any other investment inin (all of the foregoing being herein collectively referred to as "Investments"), any Person, ----------- except: (a) extensions of trade credit in the ordinary course of business; (b) investments Investments in Cash Equivalents; (c) Guarantee Obligations permitted by Section 7.2; (d) loans and advances to employees of the Borrower such Person or its Subsidiaries for travel, entertainment and relocation expenses in the ordinary course of business (including, without limitation, for travel, entertainment and relocation expenses) in an aggregate amount for the Borrower Holdings and its Subsidiaries not to exceed $250,000 at any one time outstanding; (d) Investments by Holdings in its Subsidiaries which are or become Credit Parties and investments by such Subsidiaries which are or become Credit Parties in Holdings and in other Subsidiaries of Holdings which are or become Credit Parties; (e) investments Investments by Holdings in the Real Estate Subsidiary in an aggregate amount not to exceed $5,000,000 plus amounts necessary to maintain and operate the real property and improvements thereon owned by the Borrower or any of its Subsidiaries in the Borrower or any Person that, prior to such investment, is a Wholly Owned Subsidiary GuarantorReal Estate Subsidiary; (f) Loans by Xxxxx Finance Company or Xxxxx Sugar Corporation Investments in the ordinary course Unqualified Subsidiaries of business Holdings not to exceed $5,000,000 20,000,000 in the aggregate outstanding at any timeaggregate; (g) advancesInvestments constituting Permitted Business Acquisitions so long as, loansafter giving effect to the consummation of the transactions contemplated by each Permitted Business Acquisition, extensions the Loans to be made and the Letters of credit existing on Credit to be issued hereunder and the date hereof loans to be made under the Equipment Lease Credit Agreements in connection therewith, the sum of (i) the cash and listed on Schedule 7.8(g)Cash Equivalents then held by Holdings and (ii) an amount equal to the difference between (A) the aggregate Commitments hereunder and the aggregate Commitments and the aggregate Investor Commitments under the Equipment Lease Participation Agreements in effect at such time and (B) the Aggregate Outstanding Extensions of Credit of all the Lenders hereunder and the Available Commitments and Available Investment Commitments under the Equipment Lease Participation Agreements at such time, equals at least $20,000,000; (h) advances consisting of the payment Investments or prepayment acquisitions by the Borrower Holdings or any of its Subsidiaries of operating expenses and repair and maintenance expenses for the Leased Plants pursuant to the terms of the relevant Plant Lease Documents so long as in (i) up to 50% of the shares of capital stock, partnership interests, joint venture interests, limited liability company interests or other similar equity interests in, a Person (other than a Subsidiary), or (ii) loans or advances to a Person (other than a Subsidiary), provided that the aggregate unreimbursed amount of all such advances -------- loans, advances, investments or acquisitions does not exceed $15,000,000 at 25,000,000 in any time, (ii) the Borrower's right to be paid or reimbursed for such advances is secured by perfected Liens in the inventory of sugar processed at the Leased Plants and all accounts receivable and other proceeds from the sale or other disposition of such processed sugar, and (iii) the payment or reimbursement terms applicable to such advances (including the amount and type of assets subject to the Liens required by clause (ii) above) are acceptable to the Required Lendersfiscal year; (i) investments made by the Borrower or any Loans to employees, officers and directors of Holdings and its Subsidiaries in Xxxxx Finance Company in an aggregate amount outstanding at any one time to acquire shares of capital stock of Holdings not to exceed $5,000,00020,000,000; and (j) cash capital contributions to the SPV made prior to purchase by the date hereofTIDES Trust of the TIDES Debentures, and investments and advances, if any, arising from as contemplated under the sale TIDES Declaration of Receivables pursuant to the Receivables Securitization ProgramTrust.

Limitation on Investments, Loans and Advances. Make or allow to remain outstanding any advanceinvestment (whether such investment shall be of the character of investment in shares of stock, loan, extension evidences of credit (by way of guaranty indebtedness or other securities or otherwise) in, or capital contribution any loans or advances to, or purchase any stockperson, bondsfirm, notes, debentures corporation or other securities of entity or any assets constituting all or a material part of a business unit of, or make any other investment in, any Person, association except: (a) investments, if any, described on Schedule 9.8 hereof; (b) surplus cash deposits or investments in cash equivalents for cash management purposes; (c) loans or advances to employees of a Borrower for travel, moving or other business expenses not to exceed $250,000 in the aggregate at any time; (d) extensions of trade credit in the ordinary course of business; (be) Intercompany Loans, Advances or Investments existing on or after the Effective Date to a Borrower, or by a Borrower or any Guarantor to any Borrower or any Guarantor, provided that at the time any such loan, advance or investment is made (before and after giving effect thereto) no Default or Event of Default has occurred and is continuing; (f) Intercompany Loans, Advances or Investments existing on or after the Effective Date by a Borrower or a Guarantor to any Foreign Subsidiary (provided that any Intercompany Loan covered by this clause shall be evidenced by and funded under an Intercompany Note), in an aggregate amount not to exceed fifteen percent (15%) of Consolidated Net Worth, provided that at the time any such loan, advance or investment is made (before and after giving effect thereto) no Default or Event of Default has occurred and is continuing; (g) Permitted Acquisitions; (h) loans (in the form of seller financing) made in connection with the sale by a Borrower of any of its assets permitted hereunder, which loans shall not exceed $100,000 in the aggregate at any time; (i) investments in Cash Equivalentsthe form of securities issued to a Borrower by customers or suppliers of a Borrower in connection with bankruptcy proceedings for such customers or suppliers; (cj) Guarantee Obligations permitted by Section 7.2; (d) loans and advances to employees of the Borrower or its Subsidiaries deposits made in the ordinary course of business (including, without limitation, for travel, entertainment and relocation expenses) in an aggregate amount for the Borrower and its Subsidiaries not to exceed $250,000 at any one time outstandingsecure lease obligations; (ek) investments by the Borrower or any of its Subsidiaries in the Borrower or any Person that, prior to such investment, is a Wholly Owned Subsidiary GuarantorInterest Rate Protection Agreements; (f1) Loans by Xxxxx Finance Company or Xxxxx Sugar Corporation in the ordinary course of business not to exceed $5,000,000 in the aggregate outstanding at any time; (g) advances, loans, extensions of credit existing on the date hereof and listed on Schedule 7.8(g); (h) advances consisting of the payment or prepayment by the Borrower or any of its Subsidiaries of operating expenses and repair and maintenance expenses for the Leased Plants pursuant to the terms of the relevant Plant Lease Documents so long as (i) the aggregate unreimbursed amount of all such advances does not exceed $15,000,000 at any time, (ii) the Borrower's right management employees to be paid or reimbursed for such advances is secured by perfected Liens purchase stock in the inventory of sugar processed at the Leased Plants and all accounts receivable and other proceeds from the sale or other disposition of such processed sugar, and (iii) the payment or reimbursement terms applicable to such advances (including the amount and type of assets subject to the Liens required by clause (ii) above) are acceptable to the Required Lenders; (i) investments made by the Borrower or any of its Subsidiaries in Xxxxx Finance Company in an aggregate amount outstanding at any one time not to exceed $5,000,000Parent; and (j) cash capital contributions to the SPV made prior to the date hereof, and investments and advances, if any, arising from the sale of Receivables pursuant to the Receivables Securitization Program.

Limitation on Investments, Loans and Advances. Make any advance, loan, extension of credit (by way of guaranty or otherwise) or capital contribution to, or purchase any stock, bonds, notes, debentures or other securities of or any assets constituting all or a material part of a business unit of, or make any other investment in, any Person, except: (a) extensions of trade credit in the ordinary course of business; (b) investments in Cash Equivalents, investments by the Insurance Subsidiary in Permitted Insurance Company Investments and investments by the Offshore Joint Venture in Permitted Insurance Company Investments; (c) Guarantee Obligations permitted by Section 7.2; (d) loans and advances to employees of the Borrower or its Subsidiaries for travel, entertainment and relocation expenses in the ordinary course of business (including, without limitation, for travel, entertainment and relocation expenses) in an aggregate amount for the Borrower and its Subsidiaries not to exceed, when added to Guarantee Obligations at any time outstanding pursuant to Section 7.4(d), $10,000,000 outstanding at such time; (d) investments by the Parent in the Borrower or any Subsidiary Guarantor, investments by the Borrower in any Subsidiary Guarantor and investments by any Subsidiary in the Borrower or in any Subsidiary Guarantor; (e) investments, loans and advances (excluding those permitted by Section 7.10(l)) to any independent contractor, including any sales agents or capacity providers, performing services for Parent or any of its Subsidiaries not to exceed $250,000 30,000,000 in the aggregate for the Parent and its Subsidiaries at any time outstanding and maturing not later than ten years after the incurrence thereof (it being understood that the repayment thereof may be forgiven if certain performance targets or other specified conditions are met by the relevant contractor); (f) short term loans (excluding those permitted by Section 7.10(1)) and compensation advances to any independent contractor performing services for it or for any of its agents made in the ordinary course of business that do not exceed the projected revenues to be paid to such independent contractor within two months of such loans or advances, and in the case of loans, which mature not later than two months after the making of such loans; (g) any acquisition of all or a portion of the assets or Capital Stock of any Person that constitutes a business engaged primarily in the same business in which the Borrower and its Subsidiaries are engaged on the date of this Agreement or a business that is directly related thereto; provided that, (i) neither the Borrower nor any Subsidiary shall make an offer to purchase more than 10% of the Capital Stock of such Person in connection with any such acquisition unless such transaction has been approved by a majority of the board of directors of such Person (or such offer is made subject to approval by a majority of the board of directors) or such transaction has been approved by all of the Lenders; (ii) the requirements of Section 7.1 would be satisfied by the Parent and its Subsidiaries on a pro forma combined basis as at the end of the most recently ended fiscal quarter of the Parent for which financial statements have been delivered pursuant to Section 6.1 if each such acquisition had been completed on or prior to the first day of the four fiscal quarter period ended with such most recently ended fiscal quarter (excluding in such pro forma calculation any extraordinary or non-recurring items related to such acquisition); and (iii) if after giving effect to such acquisition, the Leverage Ratio would be greater than 2.50 to 1.00 on a pro forma combined basis (calculated in a manner consistent with that provided in the preceding clause (ii)), then the purchase price (including the amount of any deferred purchase price, and all amounts applied within one year of the consummation of such acquisitions to the refinancing of any Financing Leases to which such assets or Persons are subject on the respective dates of consummation of such acquisitions, other than Indebtedness so applied to such refinancing) paid for all such acquisitions shall not exceed $50,000,000 in the aggregate in all fiscal quarters during which such greater Leverage Ratio exists; (h) investments in notes and other securities received in the settlement of overdue debts and accounts payable in the ordinary course of business and for amounts which, individually or in the aggregate, do not exceed $10,000,000 at any time outstanding; (ei) investments by the Borrower or any of its Subsidiaries in Commodity Price Protection Agreements, Exchange Rate Protection Agreements, and Interest Rate Protection Agreements; provided that, such investments in such Commodity Price Protection Agreements are made solely for the purpose of hedging purchase prices of fuel and not for speculation; (j) investments of the Borrower or any Person thatSubsidiary in the Parent that constitute Indebtedness of the Parent pursuant to paragraphs (g) though (o) of Section 7.2. (k) investments, prior loans and advances by the Borrower in an amount not to such investmentexceed $10,000,000 in the aggregate in partnerships, limited liability companies, and other business organizations that do not constitute Subsidiaries or joint ventures in which the Parent, the Borrower, or any of their Subsidiaries is a Wholly Owned Subsidiary Guarantorparticipant; (fl) Loans investments, loans and/or advances by Xxxxx Finance Company the Borrower in or Xxxxx Sugar Corporation to the Operator Financing Subsidiary or the Financing Vehicle, as the case may be, in an aggregate amount not to exceed $10,000,000 at any one time outstanding, the ordinary course proceeds of business which shall be used by the Operator Financing Subsidiary or the Financing Vehicle, as the case may be, to make loans to independent contractors pursuant to the Operator Financing Program; (m) loans by the Operator Financing Subsidiary or the Financing Vehicle, as the case may be, to independent contractors to finance such contractor’s acquisition of tractors, trailers, and related transportation equipment; (n) other investments not to exceed $5,000,000 at any one time outstanding; (o) loans to its employees for the purpose of exercising employee stock options to purchase common stock of the Parent, which loans may be non-recourse; (p) loans to its employees to purchase common stock of the Parent, which loans may be non-recourse, provided all such loans may not exceed $5,000,000 at any one time outstanding; (q) the formation and funding of Receivables SPVs to engage in Permitted Receivables Transactions including, without limitation, investments in and loans to any Receivables SPVs in connection with a Permitted Receivables Transaction, provided that the aggregate outstanding Receivables SPV shall not have cash in excess of $5,000,000 for more than a 30 day period at any time;; and (gr) advancesloans or advances to, loansor other investments in, extensions of credit existing on Subsidiaries that are not Loan Parties and to joint ventures in which the date hereof and listed on Schedule 7.8(g); (h) advances consisting of the payment or prepayment by Parent, the Borrower or any of its their Subsidiaries of operating expenses and repair and maintenance expenses for the Leased Plants pursuant to the terms of the relevant Plant Lease Documents so long as (i) the aggregate unreimbursed amount of is a participant; provided that, all such advances does loans, advances, or other investments may not exceed $15,000,000 at any time, (ii) the Borrower's right to be paid or reimbursed for such advances is secured by perfected Liens in the inventory of sugar processed at the Leased Plants and all accounts receivable and other proceeds from the sale or other disposition of such processed sugar, and (iii) the payment or reimbursement terms applicable to such advances (including the amount and type of assets subject to the Liens required by clause (ii) above) are acceptable to the Required Lenders; (i) investments made by the Borrower or any of its Subsidiaries in Xxxxx Finance Company in an aggregate amount outstanding 50,000,000 at any one time not to exceed $5,000,000; and (j) cash capital contributions to the SPV made prior to the date hereof, and investments and advances, if any, arising from the sale of Receivables pursuant to the Receivables Securitization Programoutstanding.

Limitation on Investments, Loans and Advances. Make any advance, loan, extension of credit (by way of guaranty or otherwise) or capital contribution to, or purchase any stock, bonds, notes, debentures or other securities of or any assets constituting all or a material part of a business unit of, or make any other investment in, any Person, except: (a) extensions of trade credit in the ordinary course of business; (b) investments in Cash Equivalents; (c) Guarantee Obligations permitted the acquisition of the assets (and related liabilities) constituting a radio station (including the right to hold and operate all related Licenses issued by Section 7.2the FCC); provided that (i) after giving effect thereto, no Default or Event of Default shall have occurred or be continuing and (ii) on a pro forma basis, the Borrower shall be in compliance with subsection 7.1 as of the last day of the period of four fiscal quarters for which financial statements have most recently been provided (assuming such acquisition (and any incurrence of Indebtedness) had occurred on the first day of such period) and (iii) the Borrower shall have provided the Agent with the necessary calculations under clause (ii) in certificate form and in sufficient detail reasonably satisfactory to the Agent. (d) investments in the Loan Parties; (de) loans and advances to officers, directors and other employees of the Borrower or its Subsidiaries for (i) commissions and travel and entertainment expenses in the ordinary course of business and (including, without limitation, for travel, entertainment ii) relocation expenses and relocation other similar expenses; (f) loans by the Borrower to its employees or employees of its Subsidiaries in connection with management incentive plans in an aggregate amount for the Borrower and its Subsidiaries not to exceed $250,000 1,000,000 in the aggregate at any one time outstanding; (e) investments by the Borrower or any of its Subsidiaries in the Borrower or any Person that, prior to such investment, is a Wholly Owned Subsidiary Guarantor; (f) Loans by Xxxxx Finance Company or Xxxxx Sugar Corporation in the ordinary course of business not to exceed $5,000,000 in the aggregate outstanding at any time; (g) advancesinvestments, loans, extensions of credit existing loans and advances in existence on the date hereof and listed on Schedule 7.8(g);7.9, and extensions, renewals, modifications or restatements thereof; provided the amount thereof is not increased; and (h) advances consisting if in the reasonable judgment of the payment or prepayment by the Borrower or any of its Subsidiaries Subsidiaries, any customer is deemed to be in a reorganization or unable to make a timely cash payment on Indebtedness of operating expenses and repair and maintenance expenses for the Leased Plants pursuant such customer owing to the terms it, each of the relevant Plant Lease Documents so long as (i) the aggregate unreimbursed amount Borrower and its Subsidiaries may invest in securities issued by such customer or any affiliate thereof in lieu of all such advances does not exceed $15,000,000 at any time, (ii) the Borrower's right to be paid or reimbursed for such advances is secured by perfected Liens in the inventory of sugar processed at the Leased Plants and all accounts receivable and other proceeds from the sale or other disposition of such processed sugar, and (iii) the payment or reimbursement terms applicable to such advances (including the amount and type of assets subject to the Liens required by clause (ii) above) are acceptable to the Required Lenders; (i) investments made by cash payments; provided that the Borrower or any such Subsidiary, as the case may be, has paid no new consideration (other than forgiveness of its Subsidiaries in Xxxxx Finance Company in an aggregate amount outstanding at any one time not to exceed $5,000,000; and (jIndebtedness) cash capital contributions to the SPV made prior to the date hereof, and investments and advances, if any, arising from the sale of Receivables pursuant to the Receivables Securitization Programtherefor.

Limitation on Investments, Loans and Advances. Make any advance, loan, extension of credit (by way of guaranty or otherwise) or capital contribution to, or purchase any stock, bonds, notes, debentures or other securities of of, or any assets constituting all or a material part of a business unit of, or make any other investment in, any PersonPerson (an "INVESTMENT"), except: (a) extensions of trade credit and endorsements of negotiable instruments and other negotiable documents in the ordinary course of business; (b) investments in Cash Equivalents; (c) Guarantee Obligations permitted by Section 7.2; (d) loans and advances to employees and directors of Holdings, the Borrower or any of its Subsidiaries for travel, entertainment and relocation expenses in the ordinary course of business (including, without limitation, for travel, entertainment and relocation expenses) in an aggregate amount for Holdings, the Borrower and its Subsidiaries not to exceed $250,000 5,000,000 at any one time outstanding; (d) Investments by the Borrower in its Subsidiaries and Investments by such Subsidiaries in the Borrower and in other Subsidiaries, PROVIDED that the aggregate amount of all such Investments (including Investments in the nature of sales and transfers of assets (including, pursuant to a transaction permitted under subsection 9.5(b)) for less than fair market value) after the Original Closing Date in Foreign Subsidiaries shall not exceed $25,000,000, PROVIDED, FURTHER, that the Borrower may contribute the assets owned by the Borrower and located in Belgium as of the Original Closing Date to a Foreign Subsidiary and such contribution shall not be deemed to constitute an Investment for purposes of the Dollar limitation contained in the immediately preceding proviso; (e) investments securities held by the Borrower or any of its Subsidiaries in the Borrower or any Person that, prior to such investment, is a Wholly Owned Subsidiary Guarantorthe Original Closing Date and listed on SCHEDULE 9.9(e); (f) Loans advances by Xxxxx Finance Company the Borrower to Holdings, in lieu of the payment of cash dividends, to enable Holdings to make the payments contemplated by subsection 9.7 (other than subsection 9.7(e)), PROVIDED that, if such advances are made with respect to the payments contemplated by subsection 9.7(a), 9.7(b) or Xxxxx Sugar Corporation in the ordinary course of business not 9.7(d), such advances are used to exceed $5,000,000 in the aggregate outstanding at any timemake such payments within fifteen Business Days after such advances are made; (g) advances, loans, extensions of credit existing on the date hereof and listed on Schedule 7.8(g); (h) loans or advances consisting of the payment or prepayment by the Borrower or any of its Subsidiaries of operating expenses and repair and maintenance expenses for the Leased Plants pursuant to the terms of the relevant Plant Lease Documents so long as (i) the aggregate unreimbursed amount of all such advances does not exceed $15,000,000 at any time, (ii) the Borrower's right to be paid or reimbursed for such advances is secured by perfected Liens in the inventory of sugar processed at the Leased Plants and all accounts receivable and other proceeds from the sale or other disposition of such processed sugar, and (iii) the payment or reimbursement terms applicable to such advances (including the amount and type of assets subject to the Liens required by clause (ii) above) are acceptable to the Required Lenders; (i) investments made by the Borrower or any Subsidiary to any Subsidiary or made by any Subsidiary to the Borrower or any Subsidiary; (h) any Investments consisting of its Subsidiaries (i) any contract pursuant to which a Loan Party obtains the right to cut, harvest or otherwise acquire timber on property owned by any other Person, whether or not such Loan Party's obligations under such contract are evidenced by a note or other instrument or (ii) loans or advances to customers of a Loan Party, including leases of personal property of such Loan Party to such customers, not exceeding $10,000,000 in Xxxxx Finance Company in an the aggregate amount outstanding at any one time not to exceed $5,000,000outstanding; and (j) cash capital contributions to PROVIDED that the SPV made prior to the date hereofcontracts, loans and investments and advances, if any, arising from the sale of Receivables advances pursuant to the Receivables Securitization Program.this subsection 9.9

Limitation on Investments, Loans and Advances. Make any advance, loan, extension of credit (by way of guaranty or otherwise) or capital contribution to, or purchase any stock, bonds, notes, debentures or other securities of any Person or consummate any assets constituting all or a material part of a business unit ofAcquisition (an "Investment"), or make any other investment in, any Person, exceptexcept for: (a) extensions of trade credit and prepaid expenses made in the ordinary course of business;; -77- 84 (b) investments Investments in Cash Equivalents; provided that (A) the maximum amount of cash and Cash Equivalents held in accounts (other than Consignment Inventory Accounts) over which the Administrative Agent does not have a valid and perfected Lien shall not exceed $15,000,000 at any time outstanding and (B) the maximum amount of cash and Cash Equivalents held in Consignment Inventory Accounts shall not exceed the amounts due to suppliers of Consignment Inventory consisting of (i) the cost of the Consignment Inventory actually sold plus (ii) other expenses due and payable to such suppliers of Consignment Inventory; (ci) Guarantee Obligations permitted by Section 7.2; loans to officers of the Borrower or any Subsidiary, (dii) loans and advances to employees of the Borrower or its Subsidiaries in the ordinary course of business (including, without limitation, for travel, entertainment and relocation expensesexpenses in the ordinary course of business, and (iii) loans by the Borrower to its employees (other than to officers of the Borrower or any Subsidiary) in an connection with management incentive plans, provided that the aggregate outstanding principal amount for of all such loans and advances shall not exceed $5,000,000 at any time; (d) Investments by the Borrower in Subsidiary Guarantors and Investments by Restricted Subsidiaries in the Borrower and its Subsidiaries not to exceed $250,000 at any one time outstandingin Subsidiary Guarantors; (e) investments Investments not otherwise permitted hereunder by the Borrower and Restricted Subsidiaries in Subsidiaries that are not Subsidiary Guarantors, provided that, after giving effect to such Investments, the aggregate then outstanding amount of all such Investments (including Investments in such Subsidiaries in the nature of sales and transfers of assets (including, pursuant to a transaction permitted under subsection 9.4) for less than fair market value and outstanding Guarantee Obligations pursuant to subsection 9.2(e)) made subsequent to the Effective Date pursuant to this paragraph (e), together with outstanding Guarantee Obligations permitted pursuant to subsection 9.2(e), shall not exceed $10,000,000, provided, further, that the conversion of any Indebtedness owed to the Borrower or any Restricted Subsidiary by any Subsidiary into equity of such Subsidiary shall not constitute an additional Investment in such Subsidiary by the Borrower or any such Restricted Subsidiary for purposes of its Subsidiaries the limitation contained in the Borrower or any Person that, prior to such investment, is a Wholly Owned Subsidiary Guarantorimmediately preceding proviso; (f) Loans by Xxxxx Finance Company or Xxxxx Sugar Corporation Investments received in connection with the creation and collection of accounts receivable in the ordinary course of business business; (g) Investments received as consideration in connection with any Asset Sale or other disposition of assets permitted hereunder; (h) Investments not otherwise permitted hereunder in Credit Card Subsidiaries in an amount, together with Guaranteed Obligations permitted pursuant to subsection 9.2(e), not to exceed $5,000,000 in the aggregate 25,000,000 outstanding at any time; (gi) advances, loans, extensions of credit existing on Investments by Credit Card Subsidiaries in connection with the date hereof and listed on Schedule 7.8(g)Credit Card Program; (hj) loans and advances consisting to suppliers in the ordinary course of the payment or prepayment by the Borrower or business consistent with past practice but in any event not in excess of its Subsidiaries of operating expenses and repair and maintenance expenses for the Leased Plants pursuant to the terms of the relevant Plant Lease Documents so long as (i) the aggregate unreimbursed an outstanding principal amount of all such advances does not exceed $15,000,000 at any time, (ii) the Borrower's right to be paid or reimbursed for such advances is secured by perfected Liens in the inventory of sugar processed at the Leased Plants and all accounts receivable and other proceeds from the sale or other disposition of such processed sugar, and (iii) the payment or reimbursement terms applicable to such advances (including the amount and type of assets subject to the Liens required by clause (ii) above) are acceptable to the Required Lenders500,000; (ik) investments purchases of Accounts, credit card receivables and related assets by Credit Card Subsidiaries in connection with the Credit Card Program; (l) Acquisitions and other Investments not otherwise permitted hereunder made by the Borrower or any of its Subsidiaries in Xxxxx Finance Company in an Restricted Subsidiaries, provided that, after giving effect thereto, (i) the aggregate outstanding amount outstanding of all such Investments (other than Acquisitions) made at any one time after the Effective Date, shall not to exceed the sum of $5,000,0002,000,000 and (ii) the aggregate outstanding amount of all such Acquisitions (including assumed Indebtedness and the fair market value of Capital Stock issued) and other Investments made at any time after the Effective Date shall not exceed the sum of $20,000,000; and (jm) cash capital contributions to the SPV made prior to the date Capital Expenditures permitted under subsection 9.1(b) hereof, and investments and advances, if any, arising from the sale of Receivables pursuant to the Receivables Securitization Program.

Limitation on Investments, Loans and Advances. Make any advance, ---------------------------------------------- loan, extension of credit (by way of guaranty or otherwise) or capital contribution to, or purchase any stock, bonds, notes, debentures or other securities of or Capital Stock of, or any assets constituting all or a material part of a business unit of, or make any other investment in, any Person, except: (a) Permitted Investments; (b) extensions of trade credit in the ordinary course of business; (b) investments in Cash Equivalents; (c) Guarantee Obligations permitted by Section 7.2; (d) loans and advances to officers and employees of the Borrower Company or its Subsidiaries any Subsidiary in the ordinary course of business (including, without limitation, for travel, entertainment and relocation expenses) or to purchase Capital Stock of the Company in an aggregate amount for the Borrower and its Subsidiaries not to exceed $250,000 at any one time outstanding; (d) Acquisitions permitted by Section 9.4 (including the formation of transitory Subsidiaries for use in connection with Permitted Acquisitions); (e) investments loans by the Borrower or any Company to FLD Acquisition Corp. required to consummate the Full Line Acquisition and the Full Line Merger in accordance with the terms hereof, provided that such loans shall be evidenced by a promissory note in form and substance acceptable to the Agent and pledged to the Agent for the benefit of its Subsidiaries in the Borrower or any Person that, prior Lenders pursuant to such investment, is a Wholly Owned Subsidiary GuarantorSecurity Agreement; (f) Loans prior to Full Line becoming a Guarantor, loans by Xxxxx Finance the Company to Full Line required to pay off any Debt of Full Line in an aggregate amount not to exceed $16,000,000, provided that (i) such loans shall be evidenced by the Broder-Full Line Secured Loan Documents in form and substance acceptable to the Agent and pledged to the Agent for the benefit of the Lenders pursuant to a Security Agreement, (ii) the Company shall not amend, modify or Xxxxx Sugar Corporation terminate any of the Broder-Full Line Secured Loan Documents without the prior consent of the Agent and (iii) such loans shall be fully secured by all assets of Full Line and assigned to the Agent and shall be on terms and conditions satisfactory to the Agent; (g) loans, advances and extensions of credit between the Company and Guarantors and between Guarantors; (h) investments (i) in accounts receivable arising and trade credit granted in the ordinary course of business not to exceed $5,000,000 and in the aggregate outstanding at any time; (g) advances, loans, extensions of credit existing on the date hereof securities or other investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and listed on Schedule 7.8(g); (h) advances consisting of the payment or prepayment by the Borrower or any of its Subsidiaries of operating expenses and repair and maintenance expenses for the Leased Plants pursuant to the terms of the relevant Plant Lease Documents so long as (i) the aggregate unreimbursed amount of all such advances does not exceed $15,000,000 at any time, (ii) the Borrower's right prepayments and other credits to be paid suppliers or reimbursed for such advances is secured by perfected Liens landlords made in the inventory ordinary course of sugar processed at business consistent with the Leased Plants past practices of Company and all accounts receivable and other proceeds from the sale or other disposition of such processed sugar, and (iii) the payment or reimbursement terms applicable to such advances (including the amount and type of assets subject to the Liens required by clause (ii) above) are acceptable to the Required Lendersits Subsidiaries; (i) investments made in Interest Rate Protection Agreements permitted by the Borrower or terms of this Agreement; (j) investments in notes received in connection with any asset sale permitted hereunder, provided that the aggregate principal amount of its all such notes at any time outstanding shall not comprise more than 40% of the consideration received in connection with such asset sale and all such notes shall be pledged to the Agent; (k) nominal investments in wholly owned Subsidiaries which are not Guarantors required to form such Subsidiaries, provided that such Subsidiaries shall promptly, and in Xxxxx Finance Company any event within ten Business Days of the formation of such Subsidiary, become a Guarantor; and (i) other loans, advances and extensions of credit in the ordinary course of business in an aggregate unpaid principal amount outstanding at any one time not to exceed $5,000,000; and 250,000 in aggregate, at any time. In valuing any Investments for the purpose of applying the limitations set forth in this Section 9.8 (j) cash except as otherwise expressly provided herein), such Investment shall be taken at the original cost thereof, without allowance for any subsequent write-offs or appreciation or depreciation, but less any amount repaid or recovered on account of capital contributions to the SPV made prior to the date hereof, and investments and advances, if any, arising from the sale of Receivables pursuant to the Receivables Securitization Programor principal.