Common use of Loans, Investments and Acquisitions Clause in Contracts

Loans, Investments and Acquisitions. No Loan Party will, nor will it permit any Subsidiary to, make or commit to make any advance, loan, extension of credit, or capital contribution to, or purchase or hold beneficially any stock or other securities, or evidence of Indebtedness of, purchase or acquire all or a substantial part of the assets of, make or permit to exist any interest whatsoever in, any other Person except for (a) the ownership of stock of any Subsidiaries existing as of the Effective Date or acquired or created after the date hereof, provided the Loan Parties has complied with its obligations under Section 5.09 with respect to such Subsidiary, (b) Eligible Investments, (c) Permitted Acquisitions, (d) investments, loans or advances made on or after the Effective Date by the Loan Parties in Subsidiaries that are not Loan Parties in an aggregate amount not to exceed $7,500,000 at any time outstanding, (e) investments, loans or advances made on or after the Effective Date by the Loan Parties in Subsidiaries that are Loan Parties, (f) loans and advances to customers, suppliers and/or vendors of any Loan Party, provided the aggregate principal amount of all such loans and advances shall not exceed $3,000,000 at any time outstanding, (g) investments, loans and advances by Subsidiaries that are not Loan Parties to other Subsidiaries that are not Loan Parties, (h) the ETC Acquisition, (i) investments in joint ventures not in excess of $10,000,000 million in the aggregate at any time outstanding; provided that if any Investment pursuant to this clause (i) is made in any person that is not a Subsidiary of Borrower at the date of the making of such Investment and such person becomes a Subsidiary Guarantor after such date, such Investment shall thereafter be deemed to cease to have been made pursuant to this clause (i) and (j) other investments, loans and advances in an aggregate amount not to exceed $5,000,000 at any time outstanding.

Loans, Investments and Acquisitions. No Loan Party willThe Borrower shall not and shall not permit its Subsidiaries to purchase or hold beneficially any stock, nor will it permit other securities or evidences of indebtedness, or make any Subsidiary toinvestment or acquire any interest whatsoever in, make or commit to make any advance, loan, extension of credit, credit or capital contribution to, or purchase or hold beneficially any stock or other securitiesPerson, including, without limitation, any Affiliate of the Borrower, or evidence of Indebtedness ofcreate or acquire any subsidiary, purchase or acquire all or a substantial part any significant portion of the assets ofor equity interest of another Person, make or permit to exist any interest whatsoever in, any other Person except for (a) investments (i) disclosed on the ownership of stock of any Subsidiaries existing as most recent balance sheet of the Effective Borrower delivered to the Administrative Agent on or prior to the Closing Date or acquired or created after the date hereof, provided the Loan Parties has complied with its obligations under Section 5.09 with respect to such Subsidiary(ii) described in SCHEDULE 7.4, (b) Eligible Investments, (c) Permitted Acquisitions, (d) investments, loans or advances made on or after the Effective Date by the Loan Parties in Subsidiaries that are not Loan Parties in an aggregate amount not to exceed $7,500,000 at any time outstanding, (e) investments, loans or advances made on or after the Effective Date by the Loan Parties in Subsidiaries that are Loan Parties, (f) loans and advances to customers, suppliers and/or vendors employees in the ordinary course of any Loan Party, provided the aggregate principal amount of all such loans and advances shall business not to exceed $3,000,000 at any time outstanding, (g) investments, loans and advances by Subsidiaries that are not Loan Parties to other Subsidiaries that are not Loan Parties, (h) the ETC Acquisition, (i) investments in joint ventures not in excess of $10,000,000 million 1,000,000 in the aggregate at any time outstanding, (c) investments in cash or Cash Equivalents, (d) investments acceptable to the Required Lenders in their reasonable discretion; (e) Permitted Acquisitions, provided that if any Investment pursuant to this clause (i) no Event of Default shall have occurred and be continuing or would result from such transaction or transactions or the incurrance of any debt by the Borrower in connection therewith, (ii) if such Permitted Acquisition is made in any person that is not a Subsidiary of Borrower at the date being effectuated by means of the making acquisition of equity interests of any Person (or the formation of a new subsidiary to acquire assets of another Person), such acquired Person shall, immediately upon the consummation of such Investment Permitted Acquisition, become a Guarantor hereunder and shall execute and deliver to the Administrative Agent a Guaranty Agreement in substantially the form attached hereto as EXHIBIT K, a Guarantor Security Agreement in the form attached hereto as EXHIBIT L, and such person becomes other documentation as is reasonably required by the Administrative Agent in connection with such Guaranty Agreement and Guarantor Security Agreement, (iii) if such Permitted Acquisition is being effectuated by means of the acquisition of equity interests of any Person (or the formation of a new Subsidiary Guarantor to acquire assets of another Person), the Borrower shall, immediately upon the consummation of such Permitted Acquisition, pledge all (or 65% of equity interests in foreign Persons) to the Administrative Agent, on behalf of the Lenders, and shall deliver to the Administrative Agent stock certificates representing such equity interests, stock transfers in blank and such other documentation as is reasonably required by the Administrative Agent in connection therewith, (iv) the Administrative Agent shall, immediately upon the consummation of such Permitted Acquisition, obtain a first priority Lien subject to existing liens securing Permitted Indebtedness, for the benefit of the Lenders as collateral for the payment of the Obligations, in the assets and equity interests being purchased or acquired by virtue of such acquisition (including, without limitation, all of the outstanding equity interests of any newly-formed subsidiary created for the purpose of effecting such acquisition), and the Borrower shall have complied in all respects with the provisions of Section 3 with respect to such assets and equity interests; (v) after giving effect to such acquisition, the representations and warranties set forth in Section 4 hereof shall be true and correct in all material respects on and as of the date, such Investment shall thereafter be deemed to cease to have been made pursuant to this clause (i) and (jvi) other investmentsafter giving effect to such acquisition, the Borrower is in compliance with the financial covenants herein on a pro forma basis for the periods ending prior to the closing of such acquisition; and (f) loans and advances in an aggregate amount not to exceed $5,000,000 at any time outstandingpermitted under Section 7.1(f) hereof.

Loans, Investments and Acquisitions. No Loan Party will, nor will it permit any Subsidiary to, make or commit to make any advance, loan, extension of credit, or capital contribution to, or purchase or hold beneficially any stock or other securities, or evidence of Indebtedness of, purchase or acquire all or a substantial part of the assets of, make or permit to exist any interest whatsoever in, any other Person except for (a) the ownership of stock of any Subsidiaries existing as of the Effective Date or acquired or created after the date hereof, provided the Loan Parties has complied with its obligations under Section 5.09 with respect to such Subsidiary, (b) Eligible Investments, (c) Permitted Acquisitions, (d) investments, loans or advances made on or after the Effective Date by the Loan Parties in Subsidiaries that are not Loan Parties in an aggregate amount not to exceed $7,500,000 at any time outstanding, (e) investments, loans or advances made on or after the Effective Date by the Loan Parties in Subsidiaries that are Loan Parties, (f) loans and advances to customers, suppliers and/or vendors of any Loan Party, provided the aggregate principal amount of all such loans and advances shall not exceed $3,000,000 at any time outstanding, (gf) investments, loans and advances by Subsidiaries that are not Loan Parties to other Subsidiaries that are not Loan Parties, (hg) the ETC Acquisition, (ih) investments in joint ventures not in excess of $10,000,000 million in the aggregate at any time outstanding; provided that if any Investment pursuant to this clause (ih) is made in any person that is not a Subsidiary of Borrower at the date of the making of such Investment and such person becomes a Subsidiary Guarantor after such date, such Investment shall thereafter be deemed to cease to have been made pursuant to this clause (ih) and (ji) other investments, loans and advances in an aggregate amount not to exceed $5,000,000 2,500,000 at any time outstanding.

Loans, Investments and Acquisitions. No Loan Party will, nor will it permit any Subsidiary to, make or commit to make any advance, loan, extension of credit, or capital contribution to, or purchase or hold beneficially any stock or other securities, or evidence of Indebtedness of, purchase or acquire all or a substantial part of the assets of, make or permit to exist any interest whatsoever in, any other Person except for (a) the ownership of stock of any Subsidiaries existing as of the Effective Date or acquired or created after the date hereof, provided the Loan Parties has complied with its their obligations under Section 5.09 with respect to such Subsidiary, (b) Eligible Investments, (c) Permitted Acquisitions, (d) investments, loans or advances made on or after the Effective Date by the Loan Parties in Subsidiaries that are not Loan Parties in an aggregate amount not to exceed $7,500,000 at any time outstanding, (e) investments, loans or advances made on or after the Effective Date by the Loan Parties in Subsidiaries that are Loan Parties, (f) loans and advances to customers, suppliers and/or vendors of any Loan Party, provided the aggregate principal amount of all such loans and advances shall not exceed $3,000,000 at any time outstanding, (g) investments, loans and advances by Subsidiaries that are not Loan Parties to other Subsidiaries that are not Loan Parties, (h) the ETC Acquisition, (i) investments in joint ventures not in excess of $10,000,000 million in the aggregate at any time outstanding; provided that if any Investment pursuant to this clause (i) is made in any person that is not a Subsidiary of Borrower at the date of the making of such Investment and such person becomes a Subsidiary Guarantor after such date, such Investment shall thereafter be deemed to cease to have been made pursuant to this clause (i), (j) the Borrower’s entry into (including any payments of premiums in connection therewith), and performance of obligations under, Permitted Call Spread Swap Agreements in accordance with their terms, and (jk) other investments, loans and advances in an aggregate amount not to exceed $5,000,000 at any time outstanding.”