Common use of Loans, Advances and Investments Clause in Contracts

Loans, Advances and Investments. Make or permit to remain outstanding loans or advances to, or own, purchase or acquire any stock, obligations or securities of, or any other interest in, or make any capital contributions to, any Person (collectively, “Investments”), except that the Company or any Subsidiary may: (i) make or permit to remain outstanding loans or advances to the Company or any Subsidiary; (ii) own, purchase or acquire stock, obligations or securities of a Subsidiary or of a corporation or other Person which immediately after such purchase or acquisition will be a Subsidiary; (iii) acquire and own stock, obligations or securities received in settlement of debts (created in the ordinary course of business) owing to the Company or any Subsidiary, to the extent the aggregate amount of all such Investments described in this clause (iii) made after the date of this Agreement does not exceed $1,000,000; (iv) own, purchase or acquire prime commercial paper, banker's acceptances and certificates of deposit in commercial banks with a capital of $100,000,000 or more or whose credit is reasonably satisfactory to Prudential; repurchase agreements with respect to the foregoing; fixed income obligations of companies organized under Federal or state law; obligations of the United States Government (or any State thereof); obligations fully guaranteed by the United States Government (or any State thereof); obligations of counties or municipalities located in the United States or agencies or departments thereof in each case rated "A" or better by Standard & Poors Corporation or the equivalent thereof by any nationally recognized rating agency and mutual fund accounts which exclusively invest in any one or more of the foregoing; (v) make or permit to remain outstanding loans or advances to officers and employees in the ordinary course of business reasonably consistent with the Company's business practices as of the date of this Agreement; (vi) make or permit to remain outstanding loans to the existing employee stock ownership plan of the Company; (vii) make or permit to remain outstanding loans to any new employee stock ownership plan of the Company which is approved by the Company's shareholders; 15365.013 (viii) make or permit to remain outstanding loans to senior management of the Company pursuant to the Company's stock purchase plan not to exceed in the aggregate at any time outstanding $5,000,000; (ix) make deposits required by government agencies or public utilities in the ordinary course of business; (x) make deposits in demand deposit accounts; (xi) own treasury stock, and so long as no Default or Event of Default shall be continuing, repurchase from time to time of the capital stock of the Company as authorized by the Company’s board of directors from time to time; and (xii) make other new Investments not to exceed an amount equal to twenty-five percent (25%) of Consolidated Net Worth.

Loans, Advances and Investments. Make No Company shall, directly or permit to remain outstanding loans indirectly, make any loan, advance, extension of credit, or advances capital contribution to, make any investment in, or own, purchase or acquire commit to purchase any stock, obligations stock or other securities or evidences of Debt of, or any other interest interests in, or make any capital contributions toassets constituting an ongoing business of, any Person (collectivelyother Person, “Investments”), except that the Company or any Subsidiary mayother than: (ia) make Investments by Borrower or permit to remain outstanding its Subsidiaries in U.S. Treasury Securities, state and municipal bonds, corporate bonds, mortgage-backed securities, certificates of deposit, equity securities and other investments, securities, properties and loans acquired or advances to held as permitted under applicable insurance laws or by Insurance Regulators; provided, however, that, excluding investments in bonds and notes of the Company U.S. Government, U.S. Government agency, or prerefunded state and municipal bonds which are 100% backed U.S. Treasury obligations, no such investment in any SubsidiaryPerson or its Affiliates shall exceed 10% of total stockholder's equity of the Borrower; (iib) own, purchase Investments by Borrower or acquire stock, obligations or securities of a Subsidiary or of a corporation or other Person which immediately after such purchase or acquisition will be a Subsidiary; (iii) acquire and own stock, obligations or securities received its Subsidiaries in settlement of debts (created in the ordinary course of business) owing to the Company or any Subsidiary, to the extent the aggregate amount of all such Investments described in this clause (iii) made after the date of this Agreement does not exceed $1,000,000; (iv) own, purchase or acquire prime commercial paper, banker's acceptances and certificates of demand deposit in commercial banks with a capital of $100,000,000 or more or whose credit is reasonably satisfactory to Prudential; repurchase agreements with respect to the foregoing; fixed income obligations of companies organized under Federal or state law; obligations of the United States Government (or any State thereof); obligations fully guaranteed by the United States Government (or any State thereof); obligations of counties or municipalities located in the United States or agencies or departments thereof in each case rated "A" or better by Standard & Poors Corporation or the equivalent thereof by any nationally recognized rating agency and mutual fund accounts which exclusively invest in any one or more of the foregoing; (v) make or permit to remain outstanding loans or advances to officers and employees in the ordinary course of business reasonably consistent with the Company's business practices as of the date of this Agreement; (vi) make or permit to remain outstanding loans to the existing employee stock ownership plan of the Company; (vii) make or permit to remain outstanding loans to any new employee stock ownership plan of the Company which is approved by the Company's shareholders; 15365.013 (viii) make or permit to remain outstanding loans to senior management of the Company pursuant to the Company's stock purchase plan not to exceed in the aggregate at any time outstanding $5,000,000; (ix) make deposits required by government agencies or public utilities are maintained in the ordinary course of business; (xc) make deposits in demand deposit accountsLoans, advances, extensions of credit, capital contributions, Intercompany Acquisitions, and other investments between Companies; (xid) own treasury stockPermitted Acquisitions; (e) Trade accounts receivable (including, without limitation, premiums) which are for goods furnished or services rendered in the ordinary course of business and are payable in accordance with customary trade terms; (f) Financial Hedgxx xxxchased by any Company to the extent permitted by, and purchased and maintained in compliance with, the Loan Documents; (g) Loans made by any Company in the ordinary course of business to employees of such Company in an amount which, when aggregated with any other outstanding loans made pursuant to this SECTION 9.20(G) from and after the Signing Date to any date of determination, does not exceed $5,000,000; provided, however, that payments under the Thrift Plan of MAI shall not be deemed "loans" for purposes of this SECTION 9.20(G); (h) Investments received by any Company in connection with (i) the bankruptcy or reorganization of suppliers or customers of such Company or (ii) in settlement of delinquent obligations of, or other disputes with, customers and suppliers of such Company arising in the ordinary course of business; (i) Other loans, advances, and investments of the Companies existing on the Funding Date and identified in SCHEDULE 9.20; or (j) Purchases or redemptions of Borrower's or MEEMIC's outstanding stock so long as no Default or Event Potential Default exists or arises after giving effect thereto. However, Borrower shall not make purchases or redemptions of Default shall be continuingBorrower's outstanding stock unless the Borrower's Leverage Ratio is below 3.0 to 1.0 both before and immediately after giving effect to such purchase or redemption, repurchase from time to time without the prior written consent of the capital stock of the Company as authorized by the Company’s board of directors from time to time; and (xii) make other new Investments not to exceed an amount equal to twenty-five percent (25%) of Consolidated Net WorthRequired Lenders.

Loans, Advances and Investments. Make or permit to remain outstanding loans or advances to, or own, purchase or acquire any stock, obligations or securities of, or any other interest in, or make any capital contributions to, any Person (collectively, “Investments”), except that the Company Issuers or any Subsidiary may: (i) make or permit to remain outstanding loans or advances to the Company or any Subsidiary; (ii) own, purchase or acquire stock, obligations or securities of a Subsidiary or of a corporation or other Person which immediately after such purchase or acquisition will be a Subsidiary; (iii) acquire and own stock, obligations or securities received in settlement of debts (created in the ordinary course of business) owing to the Company or any Subsidiary, to the extent the aggregate amount of all such Investments described in this clause (iii) made after the date of this Agreement does not exceed $1,000,000; (iv) own, purchase or acquire prime commercial paper, banker's ’s acceptances and certificates of deposit in commercial banks with a capital of $100,000,000 or more or whose credit is reasonably satisfactory to Prudential; repurchase agreements with respect to the foregoing; fixed income obligations of companies organized under Federal or state law; obligations of the United States Government (or any State thereof); obligations fully guaranteed by the United States Government (or any State thereof); obligations of counties or municipalities located in the United States or agencies or departments thereof in each case rated "“A" ” or better by Standard & Poors Corporation or the equivalent thereof by any nationally recognized rating agency and mutual fund accounts which exclusively invest in any one or more of the foregoing; (v) make or permit to remain outstanding loans or advances to officers and employees in the ordinary course of business reasonably consistent with the Company's ’s business practices as of the date of this Agreement; (vi) make or permit to remain outstanding loans to the existing employee stock ownership plan of the Company; (vii) make or permit to remain outstanding loans to any new employee stock ownership plan of the Company which is approved by the Company's ’s shareholders; 15365.013; (viii) make or permit to remain outstanding loans to senior management of the Company pursuant to the Company's ’s stock purchase plan not to exceed in the aggregate at any time outstanding $5,000,000; (ix) make deposits required by government agencies or public utilities in the ordinary course of business; (x) make deposits in demand deposit accounts; (xi) own treasury stock, and so long as no Default or Event of Default shall be continuing, repurchase from time to time of the capital stock of the Company as authorized by the Company’s board of directors from time to time; (xii) make any Investments comprised of contributions (whether in the form of cash, a note, or other assets) to a Subsidiary or other special-purpose entity created solely to engage in a Qualified Receivables Transaction or otherwise resulting from transfers of assets permitted by clause (g) of paragraph 6(B)(6)(iii) to such a special-purpose entity; (xiii) make any Investments permitted pursuant to paragraph 6B(4); and (xiixiv) make other new Investments not to exceed an amount equal to twenty-five percent (25%) of Consolidated Net Worth.

Loans, Advances and Investments. Make or permit to remain outstanding loans or advances to, or own, purchase or acquire any stock, obligations or securities of, or any other interest in, or make any capital contributions to, any Person (collectively, “Investments”), except that the Company or any Subsidiary may: (i) make or permit to remain outstanding loans or advances to the Company or any Subsidiary; (ii) own, purchase or acquire stock, obligations or securities of a Subsidiary or of a corporation or other Person which immediately after such purchase or acquisition will be a Subsidiary; (iii) acquire and own stock, obligations or securities received in settlement of debts (created in the ordinary course of business) owing to the Company or any Subsidiary, to the extent the aggregate amount of all such Investments described in this clause (iii) made after the date of this Agreement does not exceed $1,000,000; (iv) own, purchase or acquire prime commercial paper, banker's ’s acceptances and certificates of deposit in commercial banks with a capital of $100,000,000 or more or whose credit is reasonably satisfactory to PrudentialNew York Life; repurchase agreements with respect to the foregoing; fixed income obligations of companies organized under Federal or state law; obligations of the United States Government (or any State thereof); obligations fully guaranteed by the United States Government (or any State thereof); obligations of counties or municipalities located in the United States or agencies or departments thereof in each case rated "“A" ” or better by Standard & Poors Corporation or the equivalent thereof by any nationally recognized rating agency and mutual fund accounts which exclusively invest in any one or more of the foregoing; (v) make or permit to remain outstanding loans or advances to officers and employees in the ordinary course of business reasonably consistent with the Company's ’s business practices as of the date of this Agreement; (vi) make or permit to remain outstanding loans to the existing employee stock ownership plan of the Company; (vii) make or permit to remain outstanding loans to any new employee stock ownership plan of the Company which is approved by the Company's ’s shareholders; 15365.013; (viii) make or permit to remain outstanding loans to senior management of the Company pursuant to the Company's ’s stock purchase plan not to exceed in the aggregate at any time outstanding $5,000,000; (ix) make deposits required by government agencies or public utilities in the ordinary course of business; (x) make deposits in demand deposit accounts; (xi) own treasury stock, and so long as no Default or Event of Default shall be continuing, repurchase from time to time of the capital stock of the Company as authorized by the Company’s board of directors from time to time; and (xii) make other new Investments not to exceed an amount equal to twenty-five percent (25%) of Consolidated Net Worth.

Loans, Advances and Investments. Make The Company covenants that it will not, and will not permit any of its Subsidiaries to make or permit to remain outstanding loans any loan or advances advance to, or guarantee, endorse or otherwise be or become contingently liable, directly or indirectly, in connection with the obligations, stock or dividends of, or own, purchase or acquire any stock, obligations or securities of, or make any other interest Investment in, or make any capital contributions to, any Person (collectively, “Investments”)Person, except that the Company or any Subsidiary may:; (i) make or permit to remain outstanding loans or advances to any Subsidiary or, as to a Subsidiary, any such loan or advance to the Company or any SubsidiaryCompany; (ii) own, purchase or acquire stock, obligations or securities of a Subsidiary or of a corporation or other Person which immediately after such purchase or acquisition will be a Subsidiary; (iii) own, purchase or acquire (a) commercial paper rated P1 or higher by Moodx'x Xxxestors Service Inc., or A1 or higher by Standard & Poor's Corporation on the date of acquisition, (b) certificates of deposit of United States commercial banks (having a combined capital and own stocksurplus in excess of $500,000,000), (c) obligations of or securities received guaranteed by the United States government or any agency thereof, and (d) money market funds organized under the laws of the United States or any state thereof that invest substantially all of its assets in settlement any of debts the types of investments described in clauses (created a), (b) or (c) of this clause (iii); (iv) endorse negotiable instruments for collection in the ordinary course of business) owing to the Company or any Subsidiary, to the extent the aggregate amount of all such Investments described in this clause (iii) made after the date of this Agreement does not exceed $1,000,000; (iv) own, purchase or acquire prime commercial paper, banker's acceptances and certificates of deposit in commercial banks with a capital of $100,000,000 or more or whose credit is reasonably satisfactory to Prudential; repurchase agreements with respect to the foregoing; fixed income obligations of companies organized under Federal or state law; obligations of the United States Government (or any State thereof); obligations fully guaranteed by the United States Government (or any State thereof); obligations of counties or municipalities located in the United States or agencies or departments thereof in each case rated "A" or better by Standard & Poors Corporation or the equivalent thereof by any nationally recognized rating agency and mutual fund accounts which exclusively invest in any one or more of the foregoing; (v) make or permit to remain outstanding loans or travel, moving and other like advances to officers officers, employees and employees consultants in the ordinary course of business reasonably consistent with the Company's business practices as of the date of this Agreement; (vi) or make or permit to remain outstanding loans to the existing employee stock ownership plan of the Company; (vii) make or permit to remain outstanding loans to any new employee stock ownership plan of the Company which is approved by the Company's shareholders; 15365.013 (viii) make or permit to remain outstanding loans to senior management of the Company pursuant to the Company's stock purchase plan not to exceed in the aggregate at any time outstanding $5,000,000; (ix) make lease, utility and other similar deposits required by government agencies or public utilities in the ordinary course of business; (xv) make deposits in demand deposit accounts; (xi) own treasury stock, and so long as no Default or Event guarantee Indebtedness of Default shall be continuing, repurchase from time any Subsidiary to time of the capital stock of the Company as authorized extent such Subsidiary's Indebtedness is permitted by the Company’s board of directors from time to timeparagraph 8B; and (xiivi) make other new Investments loans or advances to employees in the ordinary course of business, provided that such loans shall not to exceed an amount equal to twenty-five percent (25%) $25,000 per employee unless a majority of Consolidated Net Worthdisinterested members of the Company's Board of Directors approves such loan.

Loans, Advances and Investments. Make or permit to remain outstanding loans or advances to, or own, purchase or acquire any stock, obligations or securities of, or any other interest in, or make any capital contributions to, any Person (collectively, “Investments”), except that the Company or any Subsidiary may: (i) make or permit to remain outstanding loans or advances to the Company or any Subsidiary; (ii) own, purchase or acquire stock, obligations or securities of a Subsidiary or of a corporation or other Person which immediately after such purchase or acquisition will be a Subsidiary; (iii) acquire and own stock, obligations or securities received in settlement of debts (created in the ordinary course of business) owing to the Company or any Subsidiary, to the extent the aggregate amount of all such Investments described in this clause (iii) made after the date of this Agreement does not exceed $1,000,000; (iv) own, purchase or acquire prime commercial paper, banker's ’s acceptances and certificates of deposit in commercial banks with a capital of $100,000,000 or more or whose credit is reasonably satisfactory to PrudentialNew York Life; repurchase agreements with respect to the foregoing; fixed income obligations of companies organized under Federal or state law; obligations of the United States Government (or any State thereof); obligations fully guaranteed by the United States Government (or any State thereof); obligations of counties or municipalities located in the United States or agencies or departments thereof in each case rated "“A" ” or better by Standard & Poors Corporation or the equivalent thereof by any nationally recognized rating agency and mutual fund accounts which exclusively invest in any one or more of the foregoing; (v) make or permit to remain outstanding loans or advances to officers and employees in the ordinary course of business reasonably consistent with the Company's ’s business practices as of the date of this Agreement; (vi) make or permit to remain outstanding loans to the existing employee stock ownership plan of the Company; (vii) make or permit to remain outstanding loans to any new employee stock ownership plan of the Company which is approved by the Company's ’s shareholders; 15365.013; (viii) make or permit to remain outstanding loans to senior management of the Company pursuant to the Company's ’s stock purchase plan not to exceed in the aggregate at any time outstanding $5,000,000; (ix) make deposits required by government agencies or public utilities in the ordinary course of business; (x) make deposits in demand deposit accounts; (xi) own treasury stock, and so long as no Default or Event of Default shall be continuing, repurchase from time to time of the capital stock of the Company as authorized by the Company’s board of directors from time to time; (xii) make any Investments comprised of contributions (whether in the form of cash, a note, or other assets) to a Subsidiary or other special-purpose entity created solely to engage in a Qualified Receivables Transaction or otherwise resulting from transfers of assets permitted by Section 10.7 to such a special-purpose entity; (xiii) make any Investments permitted pursuant to Section 10.4; and (xiixiv) make other new Investments not to exceed an amount equal to twenty-five percent (25%) of Consolidated Net Worth.

Loans, Advances and Investments. Make The Guarantor will not, and will not permit any Subsidiary to, make or permit to remain outstanding loans any loan or advances advance to, or own, purchase or acquire any stock, obligations or securities of, or any other interest in, or make any capital contributions contribution to, any Person (collectively, “Investments”)other Person, except that the Company Guarantor or any Subsidiary may: (i) [reserved]; (ii) make or permit to remain outstanding loans any loans, advances or advances capital contributions from any Credit Party to the Company or any Subsidiaryanother Credit Party; (iiiii) own, purchase or acquire stock, obligations or securities of or other equity interests in a Subsidiary or of a corporation or other Person which immediately after such purchase or acquisition will be a Subsidiary; (iiiiv) acquire permit to remain outstanding loans, advances and own stockother investments existing on the Effective Date (as set forth on Schedule 5.4 hereto) in any business principally engaged in publishing (print or electronic) or related media activity; (v) make and permit to remain outstanding loans, obligations or securities advances and other investments received in settlement of debts (created in the ordinary course of business) owing to the Company Guarantor or any Subsidiary, to the extent the aggregate amount of all such Investments described in this clause (iii) made after the date of this Agreement does not exceed $1,000,000; (ivvi) own, purchase or acquire prime commercial paperpaper issued by any corporation or bankers’ acceptances issued by any member bank of the Federal Reserve System, banker's acceptances in either case, maturing within one year of the date of purchase and rated, by at least two of S&P, Xxxxx’x and Xxxxx Investors Service, Inc., “A-1”, “P-1” and “F-1”, respectively, and payable in the United States in United States dollars; (vii) own, purchase or acquire certificates of deposit in any member bank of the Federal Reserve System having, or which is the principal banking subsidiary of a bank holding company having, a long-term unsecured debt rating of at least “A” or the equivalent thereof from S&P or “A2” or the equivalent thereof from Xxxxx’x, all due within one year from the date of original issue thereof and payable in the United States in United States dollars; (viii) own, purchase or acquire repurchase agreements of any member bank of the Federal Reserve System having, or which is the principal banking subsidiary of a bank holding company having, a long-term unsecured debt rating of at least “A” or the equivalent thereof from S&P or “A2” or the equivalent thereof from Xxxxx’x, for terms of less than one year in respect of commercial paper and certificates of deposit referred to in commercial banks with a capital of $100,000,000 the foregoing clauses (vi) and (vii) and obligations referred to in clauses (ix) and (x) below; (ix) own, purchase or more or whose credit is reasonably satisfactory to Prudential; repurchase agreements with respect to the foregoing; fixed income obligations of companies organized under Federal or state law; acquire obligations of the United States Government (government or any State agency thereof); ; (x) own, purchase or acquire obligations fully guaranteed by the United States Government (government or any State agency thereof); ; (xi) own, purchase or acquire investments in stocks of investment companies registered under the Investment Company Act of 1940 which invest primarily in obligations of counties the type described in clauses (vi), (vii), (viii), (ix) or municipalities located (x) above, provided that any such investment company shall have an aggregate net asset value of not less than $500,000,000; (xii) own, purchase or acquire investments in the United States or agencies or departments thereof money market funds that are classified as current assets in each case accordance with GAAP, and that are rated "A" or better by Standard & Poors Corporation “AAAm” or the equivalent thereof by S&P, Xxxxx’x or Fitch Investors Service, Inc., which funds are managed by either (a) Persons having capital and surplus, or net worth, in excess of $500,000,000 or (b) any nationally recognized rating agency and mutual fund accounts which exclusively invest Person that is a direct or indirect subsidiary of a Person described in any one or more of the foregoingforegoing clause (a); (vxiii) endorse negotiable instruments for collection in the ordinary course of business; (xiv) make or permit to remain outstanding loans or travel and other like advances to officers and employees in the ordinary course of business reasonably consistent with the Company's business practices as of the date of this Agreementbusiness; (vixv) make or permit to remain outstanding investments in demand deposit accounts maintained by the Guarantor or any Subsidiary in the ordinary course of its business; (xvi) make or permit to remain outstanding investments consisting of Eurodollar time deposits, maturing within three months after the making thereof, with any branch of a United States commercial bank having capital and surplus of not less than $1 billion in the aggregate; (xvii) make or permit to remain outstanding investments in municipal obligations having a rating of “Aaa” by Xxxxx’x or “AAA” by S&P; (xviii) permit to remain outstanding investments of the Guarantor and its Subsidiaries set forth on Schedule 5.4; (xix) own, purchase or acquire notes and bonds issued by any domestic corporate issuer and rated at least A3 by Xxxxx’x or A- by S&P; (xx) own, purchase or acquire investments in commingled funds/portfolios that invest primarily in U.S. dollar denominated obligations, with a weighted average portfolio maturity of 120 days or less, and rated “AAA” or the equivalent, by at least two of S&P, Xxxxx’x and Xxxxx Investors Service, Inc., which funds are managed by either (a) Persons having capital and surplus, or net worth, in excess of $500,000,000 or (b) any Person that is a direct or indirect subsidiary of a Person described in the foregoing clause (a); (xxi) permit the Xxx Payable to remain outstanding so long as it shall bear interest (on a pay-in-kind basis) at a rate per annum equal to LIBOR plus 0.75% (75 basis points); (xxii) make or permit to remain outstanding loans to the existing employee stock ownership plan of the Companyand advances permitted by Section 5.8(i); (viixxiii) make in the case of the Guarantor, own, purchase or acquire investments in the Associated Press Digital Rights Agency or any successor thereto or any Affiliate thereof for Fair Market Value (as determined in good faith by the Board of Directors of the Guarantor at the time of such purchase or acquisition) in an aggregate amount not to exceed $750,000 at any time outstanding; provided that (a) the Guarantor shall be entitled to receive its ratable share (based on the aggregate amount of investments made by Xxx and each of its Subsidiaries (other than the Guarantor), on the one hand, and the Guarantor, on the other hand) of any Equity Interests of such Person issued in consideration for, or on account of, the aggregate investments made in such Person by Xxx and its Subsidiaries, (b) any such Equity Interests received by the Guarantor shall be pledged in favor of the Collateral Agent to secure the Secured Obligations in accordance with the Collateral Documents, and (c) the Guarantor shall, and shall cause its Subsidiaries to, vote or otherwise give their consent in respect of all such Equity Interests of such Person beneficially owned by the Guarantor or its Subsidiaries for the election to the board of directors (or other similar governing body) of such Person of Xxxx Xxxxx or her designee (or any person acceptable to the Required Holders), provided further that the foregoing proviso shall not apply to the issuance of fractional Equity Interests to the extent that the issuance thereof is prohibited by the organization documents of Associated Press Digital Rights Agency as in effect on the date hereof; and (xxiv) deliver or permit to be delivered consideration in connection with the redemption of the “phantom equity interests” held by Herald as contemplated by the Redemption Agreement (as in effect on the Restructuring Closing Date) consisting solely of common stock of Xxx or cash contributed by Xxx for purposes of making such delivery (it being understood that any such cash contributed by Xxx shall reduce the Xxx Payable by an amount equal to such cash contribution); provided that, notwithstanding the foregoing, the Guarantor will not permit Star Publishing to make, or permit to remain outstanding loans to outstanding, any new employee stock ownership plan loan or advance to, or own, purchase or acquire any stock, obligations or securities of, all or substantially all of the Company which is approved by assets of, or any interest in, or make any capital contribution to, any Person or purchase or acquire the Company's shareholders; 15365.013 (viii) make assets comprising any line of business or permit business unit or division thereof, except to remain outstanding loans to senior management the extent required under the terms of the Company pursuant to the Company's stock purchase plan not to exceed in the aggregate at any time outstanding $5,000,000; (ix) make deposits required by government agencies or public utilities in the ordinary course of business; (x) make deposits in demand deposit accounts; (xi) own treasury stock, and so long as no Default or Event of Default shall be continuing, repurchase from time to time of the capital stock of the Company as authorized by the Company’s board of directors from time to time; and (xii) make other new Investments not to exceed an amount equal to twenty-five percent (25%) of Consolidated Net WorthTNI Agreement.

Loans, Advances and Investments. Make The Company will not and will not permit any Subsidiary to make or permit to remain outstanding loans any loan or advances advance to, or extend credit other than credit extended in the normal course of business to any Person who is not an Affiliate of the Company to, or own, purchase or acquire any stock, obligations or securities of, or any other interest in, or make any capital contributions contribution to, any Person Person, or commit to do any of the foregoing, (collectively, “Investments”all of the foregoing collectively being "INVESTMENTS"), except that the Company or any Subsidiary may:except (i) make or permit to remain outstanding investments in, and loans or advances to to, any Subsidiary that is a Subsidiary Guarantor; provided that Investments in Xxxxx Energy must be by the Company or any Subsidiaryand must be in the form of Indebtedness; (ii) ownstock, purchase or acquire stockmembership interests, obligations or other securities of a Subsidiary of, or of capital contributions to, a corporation or other Person entity which immediately after such the purchase or acquisition of such stock, membership interests, obligations or other securities will be a Subsidiary, provided that contemporaneously with such purchase or acquisition, such Person has become a Subsidiary Guarantor; (iii) acquire obligations backed by the full faith and own stockcredit of the United States Government (whether issued by the United States Government or an agency thereof), and obligations guaranteed by the United States Government, in each case which mature within one year from the date acquired; (iv) demand and time deposits with, or certificates of deposit issued by, any commercial bank or trust company (A) organized under the laws of the United States or any of its states or having branch offices therein, (B) having equity capital in excess of $250,000,000 and (C) which issues either (1) senior debt securities received rated A or better by S&P, or by Moody's or (2) commercial paper rated A-1 by S&P or Prime-1 by Moody's, in settlement of debts each case payable in the United States in United States dollars, in each case which mature within one year from the date acquired; (created v) readily marketable commercial paper rated as A-1 or better by S&P or Prime-1 or better by Moody's (or, in either case, an equivalent rating from another nationally recognized credit rating agency) and maturing not more than 270 days from the date acquired; (vi) bonds, debentures, notes or similar debt instruments issued by a state or municipality given a "AA" rating or better by S&P or an equivalent rating by another nationally recognized credit rating agency and maturing not more than one year from the date acquired; (vii) negotiable instruments endorsed for collection in the ordinary course of business; (viii) owing the loans, investments and advances existing as of the date hereof and listed on Schedule 6B(2) attached hereto; (ix) investments comprised of notes payable, or stock or other securities issued by account debtors to the Company or any Subsidiary, Subsidiary pursuant to the extent the aggregate amount of all such Investments described in this clause (iii) made after the date of this Agreement does not exceed $1,000,000; (iv) own, purchase or acquire prime commercial paper, banker's acceptances and certificates of deposit in commercial banks with a capital of $100,000,000 or more or whose credit is reasonably satisfactory to Prudential; repurchase negotiated agreements with respect to the foregoing; fixed income obligations settlement of companies organized under Federal or state law; obligations of the United States Government (or any State thereof); obligations fully guaranteed by the United States Government (or any State thereof); obligations of counties or municipalities located in the United States or agencies or departments thereof in each case rated "A" or better by Standard & Poors Corporation or the equivalent thereof by any nationally recognized rating agency and mutual fund accounts which exclusively invest in any one or more of the foregoing; (v) make or permit to remain outstanding loans or advances to officers and employees in the ordinary course of business reasonably consistent with the Companysuch account debtor's business practices as of the date of this Agreement; (vi) make or permit to remain outstanding loans to the existing employee stock ownership plan of the Company; (vii) make or permit to remain outstanding loans to any new employee stock ownership plan of the Company which is approved by the Company's shareholders; 15365.013 (viii) make or permit to remain outstanding loans to senior management of the Company pursuant to the Company's stock purchase plan not to exceed in the aggregate at any time outstanding $5,000,000; (ix) make deposits required by government agencies or public utilities account in the ordinary course of business; (x) make deposits loans or advances to employees not in demand deposit accountsexcess of $750,000 in the aggregate outstanding at any time; (xi) own treasury stockany loan to a Person to finance the purchase of real property, personal property, services or equipment from the Company or any Subsidiary provided that (a) if such loan exceeds $200,000, the Company or such Subsidiary shall retain a Lien on any property or equipment sold to the extent permitted under applicable law, (b) the aggregate principal amount of all such loans to any Person or its affiliates outstanding at any time shall not exceed $2,500,000 and (c) the aggregate principal amount of all such loans outstanding at any time shall not exceed $5,000,000; (xii) investments in water xxxxx drilled by the Company or any Subsidiary for local municipalities in connection with which such municipality has entered into a contract with the Company or such Subsidiary to purchase water from the well and to purchase the well from the Company or any Subsidiary at a future date; provided the aggregate amount invested by the Company and its Subsidiaries in all such investments shall not exceed $2,500,000 in the aggregate outstanding at any time; and (xiii) so long as no Default has occurred and is continuing or Event would be caused thereby, making investments (excluding interest on intercompany indebtedness and royalties) in (a) Persons that are not Subsidiaries and (b) Subsidiaries that are not Subsidiary Guarantors; provided that the aggregate amount of Default all such investments in clauses (a) and (b) made after the date of this Agreement shall be continuingnot at any time exceed 15% of Tangible Net Worth plus up to $5,000,000 in the aggregate outstanding at any time with respect to Xxxxx Water Development of Texas, repurchase from time to time LLC, in each case, as calculated as of the capital stock of the Company as authorized by the Company’s board of directors from time to time; and (xii) make other new Investments not to exceed an amount equal to twenty-five percent (25%) of Consolidated Net Worthany date.

Loans, Advances and Investments. Make The Company will not, and will not permit any Subsidiary to, make or permit to remain outstanding loans any loan or advances advance to, or own, purchase or acquire any stock, obligations or securities of, or all or a substantial portion of the assets of, or any other interest in, or make any capital contributions contribution to, any Person (collectivelyeach, “Investments”an "Investment"), except that the Company or any Subsidiary may: (i) make or permit to remain outstanding loans Investments in or advances to any Wholly-Owned Subsidiary and Investments outstanding on the Company Second Amendment Effective Date and listed on Schedule 10.10 or any SubsidiaryInvestments in new Wholly-Owned Subsidiaries not in excess of $2,000,000 in the aggregate; (ii) own, purchase or acquire stock, obligations or securities of a Subsidiary or of a corporation or other Person which immediately after such purchase or acquisition will be a Subsidiary; (iii) acquire and own stock, obligations or securities received in settlement of debts (created in the ordinary course of business) owing to the Company or any Subsidiary, to the extent the aggregate amount of all such Investments described in this clause (iii) made after the date of this Agreement does not exceed $1,000,000; (iviii) own, purchase or acquire (A) prime commercial paperpaper of, banker's acceptances and time deposits and certificates of deposit in in, United States commercial banks with a capital (having capital, surplus and undivided profits in excess of $100,000,000 100,000,000) and whose long-term unsecured debt obligations (or more or whose credit is reasonably satisfactory to Prudential; repurchase agreements with respect to the foregoing; fixed income obligations of companies organized under Federal or state law; long-term unsecured debt obligations of the bank holding company owning all of the capital stock of such bank) are rated in one of the top three rating classifications by at least one nationally recognized rating agency (a "Qualifying Bank"), in each case to the extent due within one year from the date of purchase and payable in the United States Government (in United States dollars, direct obligations of, or any State thereof); obligations fully guaranteed by the United States Government (of America, or any State thereof); obligations agency acting as an instrumentality of counties or municipalities located in the United States or agencies or departments thereof in each case rated "A" or better of America pursuant to authority granted by Standard & Poors Corporation or the equivalent thereof by any nationally recognized rating agency and mutual fund accounts which exclusively invest in any one or more Congress of the foregoingUnited States of America, so long as such obligation or guarantee shall have the benefit of the full faith and credit of the United States of America which shall have been pledged pursuant to authority granted by the Congress of the United States of America and (B) money market accounts with any Qualifying Banks, which accounts invest solely in assets of the type described in clause (A); (viv) make or permit to remain outstanding loans or travel and other like advances to officers and employees in the ordinary course of business reasonably consistent with the Company's business practices as of the date of this Agreementbusiness; (v) Capital Expenditures permitted to be made pursuant to Section 10.1(c); and (vi) make or permit to remain outstanding loans to the existing employee stock ownership plan other Investments in an aggregate amount not in excess of the Company; (vii) make or permit to remain outstanding loans to any new employee stock ownership plan of the Company which is approved by the Company's shareholders; 15365.013 (viii) make or permit to remain outstanding loans to senior management of the Company pursuant to the Company's stock purchase plan not to exceed in the aggregate $1,000,000 at any time outstanding $5,000,000; (ix) make deposits required by government agencies or public utilities in the ordinary course of business; (x) make deposits in demand deposit accounts; (xi) own treasury stock, and so long as no Default or Event of Default shall be continuing, repurchase from time to time of the capital stock of the Company as authorized by the Company’s board of directors from time to time; and (xii) make other new Investments not to exceed an amount equal to twenty-five percent (25%) of Consolidated Net Worth.