Common use of Loans; Investments Clause in Contracts

Loans; Investments. Make or suffer to exist any loans, advances, or investments (“Investments”), except: (a) accounts receivable in the ordinary course of Borrower’s business; (b) Investments in domestic certificates of deposit issued by, and other domestic investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) in capital and a rating of at least “investment grade” or “A” by Xxxxx’x or any successor rating agency; (c) Investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s industry and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments in (i) one or more wholly-owned domestic Subsidiaries of Borrower, so long as in accordance with Section 6.14(a) of this Agreement, each such Person has been made a co-borrower hereunder or has executed and delivered to Lender an agreement, in form and substance reasonably satisfactory to Lender, containing a guaranty of the Obligations, and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of Lender; (g) Investments approved by Lender prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (k) non-cash loans approved by Borrower’s Board of Managers to employees, officers or managers relating to the purchase of equity securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s Board of Managers, limited to an aggregate total of $250,000 at any time outstanding; (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 other disputes with, customers or suppliers arising in the ordinary course of Borrower’s business; (m) Investments permitted under Section 6.11; (n) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers in the ordinary course of business; (o) Investments by wholly owned Subsidiaries in other wholly owned Subsidiaries or in Borrower; and (p) Other investments not otherwise permitted by this Section 6.6 not exceeding $250,000 in any fiscal year.

Loans; Investments. Make or suffer to exist any loans, guaranties, advances, or investments (“Investments”), except: (a) accounts receivable in the ordinary course of Borrower’s business; (b) Investments in domestic certificates of deposit issued by, and other domestic investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) in capital and a rating of at least “investment grade” or “A” by Xxxxx’x or any successor rating agencyCash Equivalents; (c) Investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof[reserved]; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s industry and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments in (i) one or more wholly-owned domestic Subsidiaries of Borrower, so long as in accordance with Section 6.14(a) of this Agreement, each such Person has been made a co-borrower hereunder or has executed and delivered to Lender an agreement, in form and substance reasonably satisfactory to Lender, containing a guaranty of the Obligations, and (ii) subject to Section 6.14(d), one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of Lender; (g) Investments approved by Lender prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (k) non-cash loans approved by Borrower’s Board of Managers Directors to employees, officers or managers directors relating to the purchase of equity securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s Board of ManagersDirectors, limited to an aggregate total of $250,000 150,000 at any time outstanding; (lj) Investments (including debt obligations) received in connection with the bankruptcy or reorganization of customers or suppliers and in settlement of delinquent obligations of, and other disputes with, customers or suppliers arising in the ordinary course of Borrower’s business; (mk) Investments permitted under Section 6.11; (nl) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers in the ordinary course of business; (m) endorsements of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (n) deferred purchase obligations accepted in connection with Permitted Transfers; and (o) Investments by wholly owned Subsidiaries in other wholly owned Subsidiaries or in Borrower; and (p) Other investments not otherwise permitted by this Section 6.6 not exceeding $250,000 in any fiscal year.

Loans; Investments. Make or suffer to exist any loans, guaranties, advances, or investments (“Investments”)investments, except: (a) accounts Accounts receivable in the ordinary course of Borrower’s 's business; (b) Investments in domestic certificates of deposit issued by, and other domestic investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) in capital and a rating of at least “"investment grade” " or “"A” " by Xxxxx’x or Moodx'x xx any successor rating agency;" 9 (c) Investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof;; and (d) temporary Temporary advances to cover incidental expenses to be incurred in the ordinary course of business;. (e) Investments loans, guaranties, advances or investments in joint ventures, strategic alliances, licensing and similar arrangements customary in subsidiaries of Borrower’s industry and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f1) Investments in (i) one or more wholly-owned domestic Subsidiaries of Borrower, so long as in accordance with Section 6.14(a) of this Agreement, each such Person has been made a co-borrower hereunder or has executed travel advances and delivered to Lender an agreement, in form employee relocation loans and substance reasonably satisfactory to Lender, containing a guaranty of the Obligations, other employee loans and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of Lender; (g) Investments approved by Lender prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions advances in the ordinary course of business; business and (k2) non-cash loans approved by Borrower’s Board of Managers to employees, officers or managers directors relating to the purchase of equity securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s 's Board of Managers, limited to an aggregate total of $250,000 at any time outstandingDirectors; (lg) Investments investments consisting of endorsements of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (h) any investment permitted by Borrower's investment policy, as amended from time to time, provided such investment policy (and any amendments thereto) has been previously approved by Lender. (i) investments permitted by Article 6.4; (j) investments (including debt obligations) received in connection with the bankruptcy or reorganization of customers or suppliers and in settlement of delinquent obligations of, and other disputes with, with customers or suppliers arising in the ordinary course of Borrower’s business; (mk) Investments permitted under Section 6.11; (n) Investments investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers suppliers, in the ordinary course of business; (ol) Investments by wholly owned Subsidiaries hedge investments arising under currency agreements or interest rate agreements entered into in other wholly owned Subsidiaries the ordinary course of business; (m) investments in joint ventures or strategic partnerships in the ordinary course of business; (n) deposit accounts of Borrower; and (po) Other other investments not otherwise permitted by this Section 6.6 in the Article 6.5 in an aggregate principal amount not exceeding to exceed $250,000 in at any fiscal yearone time.

Loans; Investments. Make or suffer to exist any loans, guaranties, advances, or investments (“Investments”)investments, except: (a) accounts receivable in the ordinary course of BorrowerXxxxxxxx’s business; (b) Investments investments in domestic certificates of deposit issued by, and other domestic investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) in capital and a rating of at least “investment grade” or “A” by Xxxxx’x or any successor rating agency; (c) Investments investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s industry and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments in (i) investments of cash in one or more wholly-owned domestic Subsidiaries of Borrower, so long as in accordance with Section 6.14(a) of this Agreement, each such Person has been made a co-borrower hereunder or has executed and delivered to Lender an agreement, in form and substance reasonably satisfactory to Lender, containing a guaranty of the Obligations, and (ii) one investments in accordance with cost-plus or more whollytransfer pricing arrangements to reimburse subsidiaries for operating and payroll expenses and (iii) after a Qualified Financing, other investments in Subsidiaries that are not co-owned foreign Subsidiaries of Borrower with the prior written consent of Lenderborrowers or guarantors in an aggregate amount not to exceed $500,000 per year; (g) Investments approved by Lender prior loans and advances to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 officers, directors, or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting employees of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions Xxxxxxxx in the ordinary course of business; (k) non-cash loans approved by Borrower’s Board of Managers business not to employees, officers or managers relating to the purchase of equity securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s Board of Managers, limited to an aggregate total of exceed $250,000 500,000 at any time outstanding; (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 other disputes with, customers or suppliers arising in the ordinary course of Borrower’s business; (m) Investments permitted under Section 6.11; (n) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers in the ordinary course of business; (o) Investments by wholly owned Subsidiaries in other wholly owned Subsidiaries or in Borrower; and (ph) Other other investments in an aggregate amount not otherwise permitted by this Section 6.6 not exceeding to exceed $250,000 in any 500,000 per fiscal year.

Loans; Investments. Make The Borrower shall not, and shall not permit its Subsidiaries to, make or suffer permit to exist remain outstanding any loans, advancesloan or advance to, or investments (“Investments”)own, exceptpurchase or acquire any stock, obligations or securities of or any other interest in, or make any capital contribution to, any other Person or make any acquisition of all or substantially all of the stock or assets of any business or division of a Person through a merger, consolidation or any other combination with such Person in any transaction or a series of related transactions, except that the Borrower and such Subsidiary may: (ai) accounts receivable acquire any Cash Equivalents; (ii) acquire and own stock, securities and other investments received from customers and suppliers in connection with debts created in the ordinary course of Borrower’s businessbusiness owing to such Loan Party or such Subsidiaries; (biii) Investments in domestic certificates of deposit issued by, and other domestic investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) in capital and a rating of at least “investment grade” or “A” by Xxxxx’x or any successor rating agency; (c) Investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s industry and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments in (i) one or more wholly-owned domestic Subsidiaries of Borrower, so long as in accordance with Section 6.14(a) of this Agreement, each such Person has been made a co-borrower hereunder or has executed and delivered to Lender an agreement, in form and substance reasonably satisfactory to Lender, containing a guaranty of the Obligations, and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of Lender; (g) Investments approved by Lender prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of endorse negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (kiv) consummate a Permitted Acquisition, provided that the aggregate amount of consideration (other than consideration payable in Qualified Equity Interests) expended to acquire Persons or assets that do not become Loan Parties or Collateral, respectively, shall not exceed $10,000,000 during the term of this Agreement; (v) maintain the loans, investments and/or liabilities in existence on the date of this Agreement and set forth on Schedule 6.02(e)(v) to the Disclosure Letter; (vi) invest in the Equity Interests of the Subsidiaries, provided that (A) any such investment in the form of Equity Interests held by a Loan Party shall be pledged pursuant to the Security Agreement (subject to any limitations applicable to voting stock of a Foreign Subsidiary referred to therein), (B) no part of any such investment by a Loan Party to a non-Loan Party shall take the form of a contribution of intellectual property (other than any contribution or transfer to a Foreign Subsidiary of intellectual property that is necessary to, or useful in, the business of such Foreign Subsidiary pursuant to the Management and Services Agreement, the Cost Sharing Agreement or the Platform Contribution Transaction License Agreement), and (C) the aggregate amount of investments by the Loan Parties in Subsidiaries that are not Loan Parties (determined without regard to any write-downs or write-offs of such investments) shall not exceed $25,000,000 per Fiscal Year; (vii) reserved; (viii) make loans or advances made by the Borrower to any Subsidiary and made by the Borrower or any Subsidiary to the Borrower or any other Subsidiary; provided that (A) any such loans and advances made by a Loan Party shall be evidenced by a promissory note pledged to the Lender pursuant to the Security Agreement, (B) such loans and advances shall be unsecured and, to the extent owed by a Loan Party to a Person that is not a Loan Party, subordinated to the Obligations pursuant to a subordination agreement in form and substance satisfactory to the Lender, and (C) the amount of such loans and advances made by Loan Parties to Subsidiaries that are not Loan Parties shall be subject to the limitation set forth in clause (vi) of this Section; (ix) make investments, loans or advances constituting non-cash loans approved consideration received by Borrower’s Board the Borrower or any Subsidiary in respect of Managers to employees, officers or managers relating to the purchase of equity securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s Board of Managers, limited to an aggregate total of $250,000 at any time outstandingDispositions permitted under Section 6.02(f); (lx) Investments (including debt obligations) received in connection with the bankruptcy or reorganization accounts receivable and extensions of customers or suppliers and in settlement of delinquent obligations of, and other disputes with, customers or suppliers trade credit arising in the ordinary course of Borrower’s business; (m) Investments permitted under Section 6.11; (n) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers in the ordinary course of business; (oxi) Investments make investments represented by wholly owned Subsidiaries in other wholly owned Subsidiaries or in BorrowerHedge Agreements permitted under Section 6.02(b); and (pxii) Other investments maintain deposit and securities accounts to the extent not otherwise permitted prohibited by this Agreement; and (xiii) make other investments, loans or advances in an aggregate amount not to exceed $3,000,000 during the term of this Agreement. For purposes of compliance with this Section 6.02(e), the amount of any investment (whether an equity investment, loan, guarantee or other investment governed by this Section 6.6 not exceeding $250,000 6.02(e)) of any Person shall be the amount actually invested, without adjustment for subsequent increases or decreases in the value of such investment less (x) any returns or distributions of capital or repayment of principal actually received in cash by such Person with respect thereto, whether by disposition, return on capital, dividend or otherwise or (y) in the case of any investment by a Loan Party in any fiscal yearForeign Subsidiary, as reduced by any cash payments received by such Loan Party from any Foreign Subsidiary pursuant to the Management and Services Agreement, the Cost Sharing Agreement or the Platform Contribution Transaction License Agreement.

Loans; Investments. Make The Borrower shall not, and shall not permit its Subsidiaries to, make or suffer permit to exist remain outstanding any loans, advancesloan or advance to, or investments (“Investments”)own, exceptpurchase or acquire any stock, obligations or securities of or any other interest in, or make any capital contribution to, any other Person or make any acquisition of all or substantially all of the stock or assets of any business or division of a Person through a merger, consolidation or any other combination with such Person in any transaction or a series of related transactions, except that the Borrower and such Subsidiary may: (ai) accounts receivable acquire any Cash Equivalents; (ii) acquire and own stock, securities and other investments received from customers and suppliers in connection with debts created in the ordinary course of Borrower’s businessbusiness owing to such Loan Party or such Subsidiaries; (biii) Investments in domestic certificates of deposit issued by, and other domestic investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) in capital and a rating of at least “investment grade” or “A” by Xxxxx’x or any successor rating agency; (c) Investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s industry and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments in (i) one or more wholly-owned domestic Subsidiaries of Borrower, so long as in accordance with Section 6.14(a) of this Agreement, each such Person has been made a co-borrower hereunder or has executed and delivered to Lender an agreement, in form and substance reasonably satisfactory to Lender, containing a guaranty of the Obligations, and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of Lender; (g) Investments approved by Lender prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of endorse negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (kiv) consummate a Permitted Acquisition, provided that the aggregate amount of consideration (other than consideration payable in Qualified Equity Interests) expended to acquirefor any acquisition of Persons or assets that do not become Loan Parties or Collateral, respectively, shall not exceed $10,000,000 during the term of this Agreementafter giving pro forma effect to such acquisition, (A) such Persons or assets so acquired shall not account for greater than 2.5% of the consolidated revenues of the Borrower and its Subsidiaries for the four fiscal quarter period ending on the last day of the most recent Fiscal Quarter for which financial statements have been delivered pursuant to Section 6.01(a)(i) or Section 6.01(a)(ii) and (B) all such Persons or assets so acquired shall not account for greater than 5.0% of the consolidated revenues of the Borrower and its Subsidiaries for the for the four fiscal quarter period ending on last day of the most recent Fiscal Quarter for which financial statements have been delivered pursuant to Section 6.01(a)(i) or Section 6.01(a)(ii); (v) maintain the loans, investments and/or liabilities in existence on the date of this AgreementAmendment No. 4 Effective Date and set forth on Schedule 6.02(e)(v) to the Disclosure Letter; (vi) invest in the Equity Interests of the Subsidiaries, provided that (A) any such investment in the form of Equity Interests held by a Loan Party shall be pledged pursuant to the Security Agreement (subject to any limitations applicable to voting stock of a Foreign Subsidiary referred to therein), (B) no part of any such investment by a Loan Party to a non-Loan Party shall take the form of a contribution of intellectual property (other than any contribution or transfer to a Foreign Subsidiary of intellectual property that is necessary to, or useful in, the business of such Foreign Subsidiary pursuant to the Management and Services AgreementAgreements, the Cost Sharing Agreement or the Platform Contribution Transaction License Agreement), and (C) the aggregate amount of investments by the Loan Parties in Subsidiaries that are not Loan Parties (determined without regard to any write-downs or write-offs of such investments) shall not exceed $25,000,000 per Fiscal Year; (vii) [reserved]; (viii) make loans or advances made by the Borrower to any Subsidiary and made by the Borrower or any Subsidiary to the Borrower or any other Subsidiary; provided that (A) any such loans and advances made by a Loan Party shall be evidenced by a promissory note pledged to the Lender pursuant to the Security Agreement, (B) such loans and advances shall be unsecured and, to the extent owed by a Loan Party to a Person that is not a Loan Party, subordinated to the Obligations pursuant to a subordination agreement in form and substance satisfactory to the Lender, and (C) the amount of such loans and advances made by Loan Parties to Subsidiaries that are not Loan Parties shall be subject to the limitation set forth in clause (vi) of this Section; (ix) make investments, loans or advances constituting non-cash loans approved consideration received by Borrower’s Board the Borrower or any Subsidiary in respect of Managers to employees, officers or managers relating to the purchase of equity securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s Board of Managers, limited to an aggregate total of $250,000 at any time outstandingDispositions permitted under Section 6.02(f); (lx) Investments (including debt obligations) received in connection with the bankruptcy or reorganization accounts receivable and extensions of customers or suppliers and in settlement of delinquent obligations of, and other disputes with, customers or suppliers trade credit arising in the ordinary course of Borrower’s business; (m) Investments permitted under Section 6.11; (n) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers in the ordinary course of business; (oxi) Investments make investments represented by wholly owned Subsidiaries in other wholly owned Subsidiaries or in BorrowerHedge Agreements permitted under Section 6.02(b); and (pxii) Other investments maintain deposit and securities accounts to the extent not prohibited by this Agreement; (xiii) enter into and perform its obligations under any Permitted Call Hedging Agreement; and (xiv) make other investments, loans or advances in an aggregate amount not to exceed $3,000,000 duringnot otherwise permitted by one of the termforegoing clauses of this AgreementSection 6.02(e); provided that, immediately after giving effect to such investment, loan or advance, the Borrower shall be in compliance with the financial covenants set forth in Section 6.03, on a pro forma basis. For purposes of compliance with this Section 6.6 not exceeding $250,000 6.02(e), the amount of any investment (whether an equity investment, loan, guarantee or other investment governed by this Section 6.02(e)) of any Person shall be the amount actually invested, without adjustment for subsequent increases or decreases in the value of such investment less (x) any returns or distributions of capital or repayment of principal actually received in cash by such Person with respect thereto, whether by disposition, return on capital, dividend or otherwise or (y) in the case of any investment by a Loan Party in any fiscal yearForeign Subsidiary, as reduced by any cash payments received by such Loan Party from any Foreign Subsidiary pursuant to the Management and Services AgreementAgreements, the Cost Sharing Agreement or the Platform Contribution Transaction License Agreement.

Loans; Investments. Make or suffer to exist any loans, guaranties, advances, or investments (“Investments”), except: (a) accounts receivable in the ordinary course of BorrowerBxxxxxxx’s business; (b) Investments in domestic certificates of deposit issued by, and other domestic investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) 100,000,000 in capital and a rating of at least “investment grade” or “A” by Xxxxx’x Mxxxx’x or any successor rating agency; (c) Investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s industry and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of LenderRequired Lenders, require Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments in (i) one or more wholly-owned domestic Subsidiaries of Borrower, so long as in accordance with Section 6.14(a) of this Agreement, each such Person has been made a co-borrower hereunder or has executed and delivered to Lender Lenders an agreement, in form and substance reasonably satisfactory to LenderRequired Lenders, containing a guaranty of the Obligations, and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of LenderRequired Lenders; (g) Investments approved by Lender Lenders prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (k) non-cash loans approved by Borrower’s Board of Managers Directors to employees, officers or managers directors relating to the purchase of equity securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s Board of ManagersDirectors, limited to an aggregate total of $250,000 100,000 at any time outstanding; (lj) Investments (including debt obligations) received in connection with the bankruptcy or reorganization of customers or suppliers and in settlement of delinquent obligations of, and other disputes with, customers or suppliers arising in the ordinary course of Borrower’s business; (mk) Investments permitted under Section 6.11; (nl) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers in the ordinary course of business; (om) Investments by wholly owned Subsidiaries in other wholly owned Subsidiaries or in Borrower; and (pn) Other investments Investments in an aggregate amount not otherwise permitted by this Section 6.6 not exceeding to exceed $250,000 in any fiscal year100,000.

Loans; Investments. Make or suffer to exist any loans, guaranties, advances, or investments (“Investments”)investments, except: (a) accounts receivable in the ordinary course of each Borrower’s business; (b) Investments investments in domestic certificates of deposit issued by, and other domestic investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) in capital and a rating of at least “investment grade” or “A” by Xxxxx’x or any successor rating agency; (c) Investments investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s the Borrowers’ industry and which do not require a Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require a Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments investments in (i) one or more wholly-owned domestic Subsidiaries subsidiaries of a Borrower, so long as in accordance with Section 6.14(a) of this Agreement, each such Person has been made a co-borrower hereunder or has executed and delivered to Lender an agreement, in form and substance reasonably satisfactory to Lender, containing a guaranty of the Obligations, and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of Lender; (g) Investments approved by Lender prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (k) non-cash loans approved by Borrower’s Board of Managers to employees, officers consultants or managers directors relating to the purchase of equity securities of any Borrower pursuant to employee stock purchase plans or agreements approved by such Borrower’s Board of Managers, limited to an aggregate total of $250,000 at any time outstandingDirectors; (lh) Investments investments (including debt obligations) received in connection with the bankruptcy or reorganization of customers or suppliers and in settlement of delinquent obligations of, and other disputes with, customers or suppliers arising in the ordinary course of Borrower’s business; (mi) Investments permitted under Section 6.11investments consisting of deposit and investment accounts in which Lender has been granted a perfected Lien to the extent such accounts are located in the United States; (nj) Investments investments accepted in connection with Transfers permitted by Section 6.5; (k) investments permitted by Parent’s investment policy as approved by Parent’s Board of Directors; (l) investments consisting of notes receivable of, the endorsement of negotiable instruments for deposit or prepaid royalties and other credit extensions to, customers and suppliers collection or similar transactions in the ordinary course of business; (om) Investments other investments by wholly owned Subsidiaries in other wholly owned Subsidiaries or in Borrower; and (p) Other investments Borrowers not otherwise permitted by this Section 6.6 not exceeding One Hundred Thousand Dollars ($250,000 100,000) in cash in the aggregate outstanding at any fiscal yeartime.

Loans; Investments. Make or suffer to exist The Borrower will not, and will not permit any loansof its Restricted Subsidiaries to, advances, or investments (“Investments”)make any Investment, except: (a) accounts receivable the Borrower and its Restricted Subsidiaries may acquire and hold cash and Cash Equivalents; (b) the Borrower and its Restricted Subsidiaries may acquire and hold receivables owing to it, if created or acquired in the ordinary course of Borrower’s business; (b) Investments its business and payable or dischargeable in domestic certificates of deposit issued by, and other domestic investments with, financial institutions organized under the laws accordance with customary trade terms of the United States Borrower or a state thereof, having at least One Hundred Million Dollars ($100,000,000) in capital and a rating of at least “investment grade” or “A” by Xxxxx’x or any successor rating agencysuch Restricted Subsidiary; (c) Investments in marketable obligations of the United States of America Borrower and in open market commercial paper given the highest credit rating by a national credit agency its Restricted Subsidiaries may acquire and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s industry and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments in (i) one or more wholly-owned domestic Subsidiaries of Borrower, so long as in accordance with Section 6.14(a) of this Agreement, each such Person has been made a co-borrower hereunder or has executed and delivered to Lender an agreement, in form and substance reasonably satisfactory to Lender, containing a guaranty of the Obligations, and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of Lender; (g) Investments approved by Lender prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or own investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (k) non-cash loans approved by Borrower’s Board of Managers to employees, officers or managers relating to the purchase of equity securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s Board of Managers, limited to an aggregate total of $250,000 at any time outstanding; (l) Investments (including debt obligations) received in connection with the bankruptcy or reorganization of Lessees, suppliers, trade creditors, licensees, licensors and customers or suppliers and in good faith settlement of delinquent obligations of, and other disputes with, Lessees, suppliers, trade creditors, licensees, licensors and customers or suppliers arising in the ordinary course of Borrower’s business; (m) Investments permitted under Section 6.11; (n) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers in the ordinary course of business; (d) Permitted Hedging Agreements; (e) loans by the Borrower or any of its Restricted Subsidiaries to the officers, employees and directors of such Person for bona fide business purposes, and advances of reimbursable expenses, including advances for travel and moving expenses, by the Borrower or any of its Restricted Subsidiaries to officers, employees and directors of such Person for bona fide purposes, and in all such cases incurred in the ordinary course of business; (f) Investments in the Borrower or any Restricted Subsidiary of the Borrower shall be permitted; provided, that in order for any intercompany Indebtedness to be permitted pursuant to this clause (f), such intercompany Indebtedness must additionally be permitted to be incurred under Section 9.4(e); (g) Investments as lessor under arm’s-length capital leases (determined in accordance with GAAP) of maritime containers, intermodal chassis or other assets entered into in the ordinary course of business with unaffiliated third parties shall be permitted; (h) Investments in any Person to the extent such Investments consist of prepaid expenses, negotiable instruments held for collection and lease, utility and workers’ compensation, performance and other similar deposits made in the ordinary course of business shall be permitted; (i) Investments incurred in connection with a Permitted Securitization shall be permitted; (j) the Borrower and its Restricted Subsidiaries may own the Capital Stock of their respective Subsidiaries created or acquired in accordance with the terms of this Credit Agreement; (k) the Borrower and its Restricted Subsidiaries may acquire and hold Investments issued by the purchaser of assets in connection with a sale of such assets to the extent not prohibited by Section 9.2; (l) Investments in existence as of the Closing Date as set forth on the Closing Date Officer’s Certificate and any extension, modification or renewal of and such Investments existing on the Closing Date, shall be permitted; (m) the Borrower may acquire and hold obligations of one or more officers, directors or other employees of the Borrower or any of its Restricted Subsidiaries in connection with such officers’, directors’ or employees acquisition of shares of capital stock of the Borrower, so long as no cash is paid by the Borrower or any of its Restricted Subsidiaries to such officers, directors or employees in connection with the acquisition of any such obligations; (n) Investments in Eligible Investments shall be permitted; (o) Investments by wholly owned Subsidiaries any Person existing at the time such Person becomes a Subsidiary of the Borrower (and extensions, replacements an renewals thereof) shall be permitted; provided, that all such Investments existed at the time such Person became a Subsidiary of the Borrower and were not made in other wholly owned Subsidiaries connection therewith or in Borrower; andcontemplation thereof; (p) Other investments Investments made, directly or indirectly, out of the net cash proceeds or the fair market value of other assets received by the Borrower from any Person (other than a Restricted Subsidiary of the Borrower) from the substantially concurrent sale of, or made by exchange for, Capital Stock of the Borrower or a substantially concurrent capital contribution received by the Borrower from its stockholders shall be permitted; (q) other Investments in an aggregate amount not otherwise permitted by this to exceed at any one time an amount equal to the greater of (x) Sixty Million Dollars ($60,000,000) and (y) an amount equal to the product of (i) one and one half of one percent (1.5%) and (ii) Consolidated Tangible Assets of TAL Group and its Consolidated Subsidiaries set forth in the most recent financial statements delivered pursuant to Section 6.6 not exceeding $250,000 in any fiscal year8.1.

Loans; Investments. Make or suffer to exist any loans, guaranties, advances, or investments (“Investments”), except: (a) accounts receivable in the ordinary course of Borrower’s business; (b) Investments in domestic certificates of deposit issued by, and other domestic investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000100,000,000.00) in capital and a rating of at least “investment grade” or “A” by S&P Global Ratings, Xxxxx’x or any successor rating agency; (c) Investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s industry and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require Borrower to transfer ownership of non-cash assets to such joint venture or other entity; provided that cash Investments in Controlled Affiliates which are not Guarantors shall not exceed, and such Controlled Affiliates shall not at any time maintain cash or other assets in excess of, Ten Thousand Dollars ($10,000.00) individually or in the aggregate, during the term of this Agreement; (f) Investments in (i) one or more wholly-owned domestic Subsidiaries of Borrower, so long as in accordance with Section 6.14(a) of this Agreement, each such Person has been made a co-borrower hereunder or has executed and delivered to Lender an agreement, in form and substance reasonably satisfactory to Lender, containing the Guaranty Documents (or a guaranty of the Obligationsjoinder hereto or thereto), and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of Lender; (g) Investments approved by Lender prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (k) non-cash loans approved by Borrower’s Board of Managers Directors to employees, officers or managers directors relating to the purchase of equity securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s Board of ManagersDirectors, limited to an aggregate total of One Hundred Thousand Dollars ($250,000 100,000.00) at any time outstanding; (lj) Investments (including debt obligations) received in connection with the bankruptcy or reorganization of customers or suppliers and in settlement of delinquent obligations of, and other disputes with, customers or suppliers arising in the ordinary course of Borrower’s business; (mk) Investments permitted under Section 6.11; (nl) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers in the ordinary course of business; (om) Investments by wholly owned Subsidiaries in other wholly owned Subsidiaries or in Borrower; and (pn) Other investments additional Investments that do not otherwise permitted by this Section 6.6 not exceeding exceed One Hundred Fifty Thousand Dollars ($250,000 150,000.00) in the aggregate in any fiscal year.

Loans; Investments. Make or suffer to exist any loans, guaranties, advances, or investments (“Investments”), except: (a) accounts receivable in the ordinary course of Borrowerthe Loan Party’s business; (b) Investments in domestic certificates of deposit issued by, and other domestic investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) in capital and a rating of at least “investment grade” or “A” by Xxxxx’x Moody’s or any successor rating agency; (c) Investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrowerthe Loan Party’s industry and which do not require Borrower the Loan Party to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of LenderRequired Lenders, require Borrower the Loan Party to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments in (i) one or more wholly-owned domestic Subsidiaries of Borrowersuch Loan Party, so long as in accordance with Section 6.14(a) of this Agreement, each such Person has been made a co-borrower hereunder or has executed and delivered to Lender Agent an agreement, in form and substance reasonably satisfactory to LenderRequired Lenders, containing a guaranty of the Obligations, and (ii) one or more wholly-owned foreign Subsidiaries of Borrower the Loan Parties up to $500,000 per year, and (iii) foreign subsidiaries in accordance with cost-plus, transfer pricing and similar arrangements in the prior written consent ordinary course for the reimbursements of Lenderoperating, payroll and other expenses; (g) Investments approved by Lender Lenders prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (k) non-cash loans approved by Borrowerthe applicable Loan Party’s Managing Member or Board of Managers Directors to employees, officers or managers or directors relating to the purchase of equity securities of Borrower the Loan Party pursuant to employee stock purchase plans or agreements approved by Borrowerthe Loan Party’s Managing Member or Board of ManagersDirectors, limited to an aggregate total of $250,000 at any time outstanding; (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 other disputes with, customers or suppliers arising in the ordinary course of Borrowera Loan Party’s business; (m) Investments permitted under Section 6.11; (n) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers in the ordinary course of business; (o) Investments by wholly owned Subsidiaries in other wholly owned Subsidiaries or in Borrowera Loan Party; (p) Permitted Acquisitions; and (pq) Other investments not otherwise permitted by this Section 6.6 not exceeding $250,000 500,000 in any fiscal year.

Loans; Investments. Make or suffer to exist any loans, guaranties, advances, or investments (“Investments”)investments, except: (a) accounts receivable in the ordinary course of Borrower’s business; (b) Investments investments in domestic certificates of deposit issued by, and other domestic investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) in capital and a rating of at least “investment grade” or “A” by Xxxxx’x or any successor rating agency; (c) Investments investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s industry and arrangements, which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of LenderLender (such consent not to be unreasonably withheld, conditioned or delayed), require Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments investments of cash and other assets in (i) one or more wholly-owned domestic Subsidiaries of Borrower, so long as in accordance with Section 6.14(a) of this Agreement, each such Person Subsidiary has been made a co-borrower hereunder or has executed and delivered to Lender an agreement, in form and substance reasonably satisfactory to Lender, containing a guaranty of the Obligations, and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of Lender;. (g) Investments approved by Lender prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or any investments accepted in connection with Transfers permitted by Section 6.5; Borrower’s investment policy, as amended from time to time, provided that such investment policy (iand any amendment thereto) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (k) non-cash loans been approved by Borrower’s Board of Managers Directors and furnished to Lender following Lender’s request therefor; (h) loans to employees, officers or managers directors relating to the purchase of equity securities of Borrower or its Subsidiaries pursuant to employee stock purchase plans or agreements approved by Borrower’s Board of Managers, limited to an aggregate total of $250,000 at any time outstandingDirectors; (li) Investments deposit and investment accounts of Borrower; (j) investments (including debt obligations) received in connection with the bankruptcy or reorganization of customers or suppliers and in settlement of delinquent obligations of, and other disputes with, customers or suppliers suppliers, arising in the ordinary course of Borrower’s business; (m) Investments permitted under Section 6.11; (n) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers in the ordinary course of business; (k) investments consisting of notes receivable or prepaid royalties and other credit extensions to customers and suppliers who are not affiliates in the ordinary course of business; (l) investments existing on the Closing Date and set forth on Schedule 6.6: (m) Permitted Acquisitions; (n) Swap Agreements; (o) Investments by wholly owned Subsidiaries investments made with proceeds of an equity issuance; (p) guaranty and other contingent obligations in respect of a lease or other wholly owned Subsidiaries contract or arrangement, in Borrowereach case entered into in the ordinary course of business; and (pq) Other other investments in an aggregate amount not otherwise permitted by this Section 6.6 not exceeding to exceed One Million Dollars ($250,000 in 1,000,000) at any fiscal yearone time outstanding.

Loans; Investments. Make or suffer to exist The Borrower will not, and will not permit any loansof its Restricted Subsidiaries to, advances, or investments (“Investments”)make any Investment, except: (a) accounts receivable cash and Cash Equivalents; (b) receivables owing to any of them if created or acquired in the ordinary course of Borrower’s business; (b) Investments their respective business and payable or dischargeable in domestic certificates of deposit issued by, and other domestic investments with, financial institutions organized under the laws accordance with customary trade terms of the United States Borrower or a state thereof, having at least One Hundred Million Dollars ($100,000,000) in capital and a rating of at least “investment grade” or “A” by Xxxxx’x or any successor rating agencysuch Restricted Subsidiary; (c) Investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s industry and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments in (i) one or more wholly-owned domestic Subsidiaries of Borrower, so long as in accordance with Section 6.14(a) of this Agreement, each such Person has been made a co-borrower hereunder or has executed and delivered to Lender an agreement, in form and substance reasonably satisfactory to Lender, containing a guaranty of the Obligations, and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of Lender; (g) Investments approved by Lender prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (k) non-cash loans approved by Borrower’s Board of Managers to employees, officers or managers relating to the purchase of equity securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s Board of Managers, limited to an aggregate total of $250,000 at any time outstanding; (l) Investments (including debt obligations) received in connection with the bankruptcy or reorganization of Lessees, suppliers, trade creditors, licensees, licensors and customers or suppliers and in good faith settlement of delinquent obligations of, and other disputes with, Lessees, suppliers, trade creditors, licensees, licensors and customers or suppliers arising in the ordinary course of Borrower’s business; (m) Investments permitted under Section 6.11; (n) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers in the ordinary course of business; (d) Permitted Hedging Agreements; (e) loans by the Borrower or any of its Restricted Subsidiaries to the officers, employees and directors of such Person for bona-fide business purposes, and advances of reimbursable expenses, including advances for travel and moving expenses, by the Borrower or any of its Restricted Subsidiaries to officers, employees and directors of such Person for bona-fide purposes, and in all such cases incurred in the ordinary course of business; (f) Investments in the Borrower or any Restricted Subsidiary of the Borrower; provided, that in order for any intercompany Indebtedness to be permitted pursuant to this clause (f), such intercompany Indebtedness must additionally be permitted to be incurred under Section 9.4; (g) Investments as lessor under arm’s-length leases of maritime containers, intermodal chassis or other assets entered into in the ordinary course of business with unaffiliated third parties; (h) Investments in any Person to the extent such Investments consist of prepaid expenses, negotiable instruments held for collection and lease, utility and workers’ compensation, performance and other similar deposits made in the ordinary course of business; (i) Investments incurred in connection with a Permitted Securitization; (j) Investments consisting of the Capital Stock of their respective Subsidiaries (including Unrestricted Subsidiaries) and joint ventures existing on the Closing Date or the acquisition of any business, Subsidiary, joint venture or assets after the Closing Date; (k) Investments issued by the purchaser of assets or Capital Stock in connection with a sale of such assets or Capital Stock to the extent not prohibited by Section 9.2; (l) Investments in existence as of the Closing Date as set forth on Schedule 7 and any extension, modification or renewal of such Investments; (m) Obligations of one or more officers, directors or other employees of the Borrower or any of its Restricted Subsidiaries in connection with such officers’, directors’ or employees’ acquisition of shares of Capital Stock of the Borrower or TAL Group, so long as no cash is paid by the Borrower or any of its Restricted Subsidiaries to such officers, directors or employees in connection with the acquisition of any such obligations; (n) Eligible Investments; (o) Investments by wholly owned Subsidiaries any Person existing at the time such Person becomes a Subsidiary of the Borrower (and extensions, replacements an renewals thereof); provided, that all such Investments existed at the time such Person became a Subsidiary of the Borrower and were not made in other wholly owned Subsidiaries connection therewith or in contemplation thereof; (p) Investments made, directly or indirectly, out of the net cash proceeds or the fair market value of other assets received by the Borrower from any Person (other than a Restricted Subsidiary of the Borrower) from the substantially concurrent sale of, or made by exchange for, Capital Stock of the Borrower or TAL Group or a substantially concurrent capital contribution received by Borrower or TAL Group from its stockholders; and (pq) Other investments other Investments in an aggregate amount not otherwise permitted by this to exceed at any one time an amount equal to the greater of (x) Sixty Million Dollars ($60,000,000) and (y) an amount equal to the product of (i) one and one half of one percent (1.5%) and (ii) Consolidated Tangible Assets of TAL Group and its Consolidated Subsidiaries set forth in the most recent financial statements delivered pursuant to Section 6.6 not exceeding $250,000 in any fiscal year8.1.

Loans; Investments. Make or suffer to exist any loans, guaranties, advances, or investments (“Investments”), except: (a) accounts receivable in the ordinary course of BorrowerBxxxxxxx’s business; (b) Investments in domestic certificates of deposit issued by, and other domestic investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) 100,000,000 in capital and a rating of at least “investment grade” or “A” by Xxxxx’x Mxxxx’x or any successor rating agency; (c) Investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s industry and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of LenderRequired Lenders, require Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments in (i) one or more wholly-owned domestic Subsidiaries of Borrower, so long as in accordance with Section 6.14(a) of this Agreement, each such Person has been made a co-borrower hereunder or has executed and delivered to Lender Lenders an agreement, in form and substance reasonably satisfactory to LenderRequired Lenders, containing a guaranty of the Obligations, and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of LenderRequired Lenders; (g) Investments approved by Lender Lenders prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (k) non-cash loans approved by Borrower’s Board of Managers Directors or Managing Member (as applicable) to employees, officers officers, managers or managers directors relating to the purchase of equity securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s Board of ManagersDirectors, limited to an aggregate total of $250,000 at any time outstanding; (lj) Investments (including debt obligations) received in connection with the bankruptcy or reorganization of customers or suppliers and in settlement of delinquent obligations of, and other disputes with, customers or suppliers arising in the ordinary course of Borrower’s business; (mk) Investments permitted under Section 6.11; (nl) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers in the ordinary course of business; (om) Investments by wholly owned Subsidiaries in other wholly owned Subsidiaries or in Borrower; (n) Investments consisting of deposit accounts in which Agent has a first priority perfected security interest to the extent required by Section 6.11; (o) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of Borrower; (p) other Investments not otherwise permitted hereunder not exceeding $100,000 in the aggregate in any twelve (12) month period; and (pq) Other investments not otherwise permitted by this Section 6.6 not exceeding $250,000 in any fiscal yearPermitted Acquisitions.

Loans; Investments. Make or suffer to exist The Borrower will not, and will not permit any loansof its Restricted Subsidiaries to, advances, or investments (“Investments”)make any Investment, except: (ai) accounts receivable the Borrower and its Restricted Subsidiaries may acquire and hold cash and Cash Equivalents; (ii) the Borrower and its Restricted Subsidiaries may acquire and hold receivables owing to it, if created or acquired in the ordinary course of Borrower’s businessits business and payable or dischargeable in accordance with customary trade terms of the Borrower or such Restricted Subsidiary; (biii) Investments in domestic certificates of deposit issued by, the Borrower and other domestic its Restricted Subsidiaries may acquire and own investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) in capital and a rating of at least “investment grade” or “A” by Xxxxx’x or any successor rating agency; (c) Investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s industry and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments in (i) one or more wholly-owned domestic Subsidiaries of Borrower, so long as in accordance with Section 6.14(a) of this Agreement, each such Person has been made a co-borrower hereunder or has executed and delivered to Lender an agreement, in form and substance reasonably satisfactory to Lender, containing a guaranty of the Obligations, and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of Lender; (g) Investments approved by Lender prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (k) non-cash loans approved by Borrower’s Board of Managers to employees, officers or managers relating to the purchase of equity securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s Board of Managers, limited to an aggregate total of $250,000 at any time outstanding; (l) Investments (including debt obligations) received in connection with the bankruptcy or reorganization of Lessees, suppliers, trade creditors, licensees, licensors and customers or suppliers and in good faith settlement of delinquent obligations of, and other disputes with, Lessees, suppliers, trade creditors, licensees, licensors and customers or suppliers arising in the ordinary course of Borrower’s business; (m) Investments permitted under Section 6.11; (n) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers in the ordinary course of business; (oiv) Permitted Hedging Agreements; (v) loans by the Borrower or any of its Restricted Subsidiaries to the officers, employees and directors of such Person for bona fide business purposes, and advances of reimbursable expenses, including advances for travel and moving expenses, by the Borrower or any of its Restricted Subsidiaries to officers, employees and directors of such Person for bona fide purposes, and in all such cases incurred in the ordinary course of business; (vi) Investments in the Borrower or any Restricted Subsidiary of the Borrower shall be permitted; provided, that in order for any intercompany Indebtedness to be permitted pursuant to this clause (vi), such intercompany Indebtedness must additionally be permitted to be incurred under Section 9.4(v); (vii) Investments as lessor under arm's-length capital leases (determined in accordance with GAAP) of maritime containers, intermodal chassis or other assets entered into in the ordinary course of business with unaffiliated third parties shall be permitted; (viii) Investments in any Person to the extent such Investments consist of prepaid expenses, negotiable instruments held for collection and lease, utility and workers' compensation, performance and other similar deposits made in the ordinary course of business shall be permitted; (ix) Investments incurred in connection with a Permitted Securitization shall be permitted; (x) the Borrower and its Restricted Subsidiaries may own the Capital Stock of their respective Subsidiaries created or acquired in accordance with the terms of this Credit Agreement; 66 (xi) the Borrower and its Restricted Subsidiaries may acquire and hold Investments issued by the purchaser of assets in connection with a sale of such assets to the extent not prohibited by Section 9.2; (xii) Investments in existence as of the Effective Date as set forth on the Effective Date Officer's Certificate and any extension, modification or renewal of and such Investments existing on the Effective Date, shall be permitted; (xiii) the Borrower may acquire and hold obligations of one or more officers, directors or other employees of the Borrower or any of its Restricted Subsidiaries in connection with such officers', directors' or employees' acquisition of shares of capital stock of the Borrower, so long as no cash is paid by the Borrower or any of its Restricted Subsidiaries to such officers, directors or employees in connection with the acquisition of any such obligations; (xiv) Investments in Eligible Investments shall be permitted; (xv) Investments in Unrestricted Subsidiaries and joint ventures shall be permitted provided that, all debt of Unrestricted Subsidiaries shall be non-recourse to the Borrower and any of its Restricted Subsidiaries; (xvi) Investments by wholly owned Subsidiaries any Person existing at the time such Person becomes a Subsidiary of the Borrower (and extensions, replacements an renewals thereof) shall be permitted; provided, that all such Investments existed at the time such Person became a Subsidiary of the Borrower and were not made in other wholly owned Subsidiaries connection therewith or in contemplation thereof; (xvii) Investments made, directly or indirectly, out of the net cash proceeds or the fair market value of other assets received by the Borrower from any Person (other than a Restricted Subsidiary of the Borrower) from the substantially concurrent sale of, or made by exchange for, Capital Stock of the Borrower or a substantially concurrent capital contribution received by Borrower from its stockholders shall be permitted; and (pxviii) Other investments not otherwise permitted by this Section 6.6 not exceeding $250,000 other Investments in any fiscal yearPerson in an aggregate amount not to exceed $15,000,000 at any one time outstanding.

Loans; Investments. Make or suffer to exist The Borrower will not, and will not permit any loansof its Restricted Subsidiaries to, advances, or investments (“Investments”)make any Investment, except: (ai) accounts receivable the Borrower and its Restricted Subsidiaries may acquire and hold cash and Cash Equivalents; (ii) the Borrower and its Restricted Subsidiaries may acquire and hold receivables owing to it, if created or acquired in the ordinary course of Borrower’s businessits business and payable or dischargeable in accordance with customary trade terms of the Borrower or such Restricted Subsidiary; (biii) Investments in domestic certificates of deposit issued by, the Borrower and other domestic its Restricted Subsidiaries may acquire and own investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) in capital and a rating of at least “investment grade” or “A” by Xxxxx’x or any successor rating agency; (c) Investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s industry and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments in (i) one or more wholly-owned domestic Subsidiaries of Borrower, so long as in accordance with Section 6.14(a) of this Agreement, each such Person has been made a co-borrower hereunder or has executed and delivered to Lender an agreement, in form and substance reasonably satisfactory to Lender, containing a guaranty of the Obligations, and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of Lender; (g) Investments approved by Lender prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (k) non-cash loans approved by Borrower’s Board of Managers to employees, officers or managers relating to the purchase of equity securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s Board of Managers, limited to an aggregate total of $250,000 at any time outstanding; (l) Investments (including debt obligations) received in connection with the bankruptcy or reorganization of Lessees, suppliers, trade creditors, licensees, licensors and customers or suppliers and in good faith settlement of delinquent obligations of, and other disputes with, Lessees, suppliers, trade creditors, licensees, licensors and customers or suppliers arising in the ordinary course of Borrower’s business; (m) Investments permitted under Section 6.11; (n) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers in the ordinary course of business; (oiv) Permitted Hedging Agreements; (v) loans by the Borrower or any of its Restricted Subsidiaries to the officers, employees and directors of such Person for bona fide business purposes, and advances of reimbursable expenses, including advances for travel and moving expenses, by the Borrower or any of its Restricted Subsidiaries to officers, employees and directors of such Person for bona fide purposes, and in all such cases incurred in the ordinary course of business; (vi) Investments in the Borrower or any Restricted Subsidiary of the Borrower shall be permitted; provided, that in order for any intercompany Indebtedness to be permitted pursuant to this clause (vi), such intercompany Indebtedness must additionally be permitted to be incurred under Section 9.4(v); (vii) Investments as lessor under arm’s-length capital leases (determined in accordance with GAAP) of maritime containers, intermodal chassis or other assets entered into in the ordinary course of business with unaffiliated third parties shall be permitted; (viii) Investments in any Person to the extent such Investments consist of prepaid expenses, negotiable instruments held for collection and lease, utility and workers’ compensation, performance and other similar deposits made in the ordinary course of business shall be permitted; (ix) Investments incurred in connection with a Permitted Securitization shall be permitted; (x) the Borrower and its Restricted Subsidiaries may own the Capital Stock of their respective Subsidiaries created or acquired in accordance with the terms of this Credit Agreement; (xi) the Borrower and its Restricted Subsidiaries may acquire and hold Investments issued by the purchaser of assets in connection with a sale of such assets to the extent not prohibited by Section 9.2; (xii) Investments in existence on the Effective Date as set forth on the Effective Date Officer’s Certificate (and any extension, modification or renewal of such Investments) shall be permitted. (xiii) the Borrower may acquire and hold obligations of one or more officers, directors or other employees of the Borrower or any of its Restricted Subsidiaries in connection with such officers’, directors’ or employees’ acquisition of shares of Capital Stock of the Borrower, so long as no cash is paid by the Borrower or any of its Restricted Subsidiaries to such officers, directors or employees in connection with the acquisition of any such obligations; (xiv) Investments in Eligible Investments shall be permitted; (xv) Investments in Unrestricted Subsidiaries and joint ventures shall be permitted provided that, all debt of Unrestricted Subsidiaries shall be non-recourse to the Borrower and any of its Restricted Subsidiaries; (xvi) Investments by wholly owned Subsidiaries any Person existing at the time such Person becomes a Subsidiary of the Borrower (and extensions, replacements an renewals thereof) shall be permitted; provided, that all such Investments existed at the time such Person became a Subsidiary of the Borrower and were not made in other wholly owned Subsidiaries connection therewith or in contemplation thereof; (xvii) Investments made, directly or indirectly, out of the net cash proceeds or the fair market value of other assets received by the Borrower from any Person (other than a Restricted Subsidiary of the Borrower) from the substantially concurrent sale of, or made by exchange for, Capital Stock of the Borrower or a substantially concurrent capital contribution received by Borrower from its stockholders shall be permitted; and (pxviii) Other investments not otherwise permitted by this Section 6.6 not exceeding $250,000 other Investments in any fiscal yearPerson in an aggregate amount not to exceed $15,000,000 at any one time outstanding.

Loans; Investments. Make or suffer to exist any loans, guaranties, advances, or investments (“Investments”)investments, except: (a) accounts receivable in the ordinary course of Borrower’s business; (b) Investments investments in domestic certificates of deposit issued by, and other domestic investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) in capital and a rating of at least “investment grade” or “A” by Xxxxx’x Mxxxx’x or any successor rating agency; (c) Investments investments in marketable obligations of the United States of America or its agencies in any State and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s industry and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments investments of cash in (i) one or more wholly-owned domestic Subsidiaries of Borrower, so long as in accordance with Section 6.14(a) of this Agreement, each such Person has been made a co-borrower hereunder or has executed and delivered to Lender an agreement, in form and substance reasonably satisfactory to Lender, containing a guaranty of the Obligations, and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of Lender;. (g) Investments approved by Lender prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (k) non-cash loans approved by Borrower’s Board of Managers to employees, officers or managers relating to the purchase of equity securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s Board of Managers, limited to an aggregate total of $250,000 at any time outstanding; (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 other disputes with, customers or suppliers arising in the ordinary course of Borrower’s business; (m) Investments permitted under Section 6.11; (nh) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions toextensions, to customers and suppliers who are not Affiliates, in the ordinary course of business; (oi) Investments by wholly owned the formation or acquisition of Subsidiaries in other wholly owned Subsidiaries or in Borrowerafter the Execution Date, subject to compliance with Section 6.14 of this Agreement; and (pj) Other other investments in an aggregate amount not otherwise permitted by to exceed $100,000 in any calendar year. For the avoidance of doubt, this Section 6.6 shall not exceeding $250,000 be deemed to prohibit Borrower from making cash capital expenditures in any fiscal yearthe ordinary course of business.

Loans; Investments. Make or suffer to exist The Borrowers will not, and will not permit any loansof their Restricted Subsidiaries to, advances, or investments (“Investments”)make any Investment, except: (ai) accounts receivable the Borrowers and their Restricted Subsidiaries may acquire and hold cash and Cash Equivalents; (ii) the Borrowers and their Restricted Subsidiaries may acquire and hold receivables owing to it, if created or acquired in the ordinary course of Borrower’s businessits business and payable or dischargeable in accordance with customary trade terms of such Borrower or such Restricted Subsidiary; (biii) Investments in domestic certificates of deposit issued by, the Borrowers and other domestic their Restricted Subsidiaries may acquire and own investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) in capital and a rating of at least “investment grade” or “A” by Xxxxx’x or any successor rating agency; (c) Investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s industry and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments in (i) one or more wholly-owned domestic Subsidiaries of Borrower, so long as in accordance with Section 6.14(a) of this Agreement, each such Person has been made a co-borrower hereunder or has executed and delivered to Lender an agreement, in form and substance reasonably satisfactory to Lender, containing a guaranty of the Obligations, and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of Lender; (g) Investments approved by Lender prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (k) non-cash loans approved by Borrower’s Board of Managers to employees, officers or managers relating to the purchase of equity securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s Board of Managers, limited to an aggregate total of $250,000 at any time outstanding; (l) Investments (including debt obligations) received in connection with the bankruptcy or reorganization of Lessees, suppliers, trade creditors, licensees, licensors and customers or suppliers and in good faith settlement of delinquent obligations of, and other disputes with, Lessees, suppliers, trade creditors, licensees, licensors and customers or suppliers arising in the ordinary course of Borrower’s business; (m) Investments permitted under Section 6.11; (n) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers in the ordinary course of business; (oiv) Hedging Agreements entered into in the ordinary course of business or otherwise in compliance with Section 9.4(iii) or Section 9.4(xii) shall be permitted; (v) Both of (x) loans by the Borrowers and their Restricted Subsidiaries to officers, employees and directors of the Borrowers and their Restricted Subsidiaries for bona fide business purposes, in each case incurred in the ordinary course of business shall be permitted, and (y) advances of reimbursable expenses, including advances for travel and moving expenses, by the Borrowers and their Restricted Subsidiaries to officers, employees and directors of the Borrowers and their Restricted Subsidiaries for bona fide purposes, in each case incurred in the ordinary course of business shall be permitted; (vi) Investments in any Borrower or any Restricted Subsidiary of any Borrower shall be permitted; provided, that in order for any intercompany Indebtedness to be permitted pursuant to this clause (vi), such intercompany Indebtedness must additionally be permitted to be incurred under Section 9.4(v); (vii) Investments as lessor under arm's-length capital leases (determined in accordance with GAAP) of maritime containers or intermodal chassis entered into in the ordinary course of business with unaffiliated third parties shall be permitted; (viii) Investments in any Person to the extent such Investments consist of prepaid expenses, negotiable instruments held for collection and lease, utility and workers' compensation, performance and other similar deposits made in the ordinary course of business shall be permitted; (ix) Investments incurred in connection with a Permitted Securitization shall be permitted; (x) the Borrowers and their Restricted Subsidiaries may own the Capital Stock of, their respective Subsidiaries created or acquired in accordance with the terms of this Credit Agreement; (xi) the Borrowers and their Restricted Subsidiaries may acquire and hold Investments issued by the purchaser of assets in connection with a sale of such assets to the extent permitted by Section 9.2; (xii) Investments in existence as of the Restatement Effective Date as set forth on Schedule 9.5 hereto and any extension, modification or renewal of and such Investments existing on the Restatement Effective Date, shall be permitted; (xiii) the Borrowers may acquire and hold obligations of one or more officers, directors or other employees of such Borrowers or any of its Restricted Subsidiaries in connection with such officers', directors' or employees' acquisition of shares of capital stock of the Borrowers, so long as no cash is paid by the Borrowers or any of its Restricted Subsidiaries to such officers, directors or employees in connection with the acquisition of any such obligations; (xiv) Investments in Eligible Investments shall be permitted; (xv) Investments in Unrestricted Subsidiaries and joint ventures shall be permitted provided that, all debt of Unrestricted Subsidiaries shall be non-recourse to the Borrowers and their Restricted Subsidiaries and further provided that prior to a Refinancing Event, Investments in Unrestricted Subsidiaries shall not exceed $10,000,000 at any one time outstanding; (xvi) Investments by wholly owned Subsidiaries any Person existing at the time such Person becomes a Subsidiary of a Borrower (and extensions, replacements an renewals thereof) shall be permitted; provided, that all such Investments existed at the time such Person became a Subsidiary of a Borrower and were not made in other wholly owned Subsidiaries connection therewith or in contemplation thereof; (xvii) Investments made, directly or indirectly, out of the net cash proceeds or the fair market value of other assets received by a Borrower from any Person (other than a Restricted Subsidiary of a Borrower) from the substantially concurrent sale of, or made by exchange for, Capital Stock of such Borrower or a substantially concurrent capital contribution received by a Borrower from its stockholders shall be permitted; and (pxviii) Other investments not otherwise permitted by this Section 6.6 not exceeding $250,000 other Investments in any fiscal yearPerson in an aggregate amount not to exceed $5,000,000 at any one time outstanding prior to a Refinancing Event and $15,000,000 at any one time outstanding after a Refinancing Event shall be permitted.

Loans; Investments. Make or suffer to exist any loans, guaranties, advances, or investments (“Investments”), except: (a) accounts receivable in the ordinary course of Borrower’s business; (b) Investments in domestic certificates of deposit issued by, and other domestic investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) 100,000,000 in capital and a rating of at least “investment grade” or “A” by Xxxxx’x Moody’s or any successor rating agency; (c) Investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s industry and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments in (i) one or more wholly-wholly- owned domestic Subsidiaries of Borrower, so long as in accordance with Section 6.14(a) of this Agreement, each such Person has been made a co-borrower hereunder or has executed and delivered to Lender an agreement, in form and substance reasonably satisfactory to Lender, containing a guaranty of the Obligations, and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of Lender; (g) Investments approved by Lender prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.4 or 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (k) non-cash loans approved by Borrower’s Board of Managers Directors to employees, officers or managers directors relating to the purchase of equity securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s Board of ManagersDirectors, limited to an aggregate total of $250,000 100,000 at any time outstanding; (lj) Investments (including debt obligations) received in connection with the bankruptcy or reorganization of customers or suppliers and in settlement of delinquent obligations of, and other disputes with, customers or suppliers arising in the ordinary course of Borrower’s business; (mk) Investments permitted under Section 6.11; (nl) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers in the ordinary course of business; (om) Investments by wholly owned Subsidiaries in other wholly owned Subsidiaries or in Borrower; (n) loans and advances to employees of Borrower to finance travel, entertainment and relocation expenses and other business purposes in the ordinary course of business in an aggregate outstanding principal amount not to exceed $50,000 at any time; (o) Investments consisting of deposit accounts, securities accounts or other investment accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; and (p) Other investments not otherwise permitted by this Section 6.6 not exceeding $250,000 Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in any fiscal yearthe ordinary course of business.

Loans; Investments. Make or suffer to exist any loans, advances, or investments (“Investments”), except: (a) accounts receivable in the ordinary course of BorrowerXxxxxxxx’s business; (b) Investments in domestic certificates of deposit issued by, and other domestic investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) 100,000,000 in capital and a rating of at least “investment grade” or “A” by Xxxxx’x or any successor rating agency; (c) Investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s industry and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of LenderRequired Lenders, require Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments in and acquisitions of (i) one or more wholly-owned domestic Subsidiaries of Borrower, so long as in accordance with Section 6.14(a) of this Loan Agreement, each such Person has been made a co-borrower hereunder or has executed and delivered to Lender Agent an agreement, in form and substance reasonably satisfactory to LenderRequired Lenders, containing a guaranty of the Obligations, and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of LenderRequired Lenders; (g) Investments approved by Lender Lenders prior to the Closing Date as shown on Schedule 6.6set forth in the Disclosure Letter; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (k) non-cash loans approved by Borrower’s Board of Managers Directors to employees, officers or managers directors relating to the purchase of equity securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s Board of ManagersDirectors, limited to an aggregate total of $250,000 100,000 at any time outstanding; (lj) Investments (including debt obligations) received in connection with the bankruptcy or reorganization of customers or suppliers and in settlement of delinquent obligations of, and other disputes with, customers or suppliers arising in the ordinary course of Borrower’s business; (mk) Investments permitted under Section 6.116.11 and 6.14; (nl) Investments consisting of notes receivable of, or prepaid royalties and other loans or credit extensions to, customers customers, suppliers and suppliers distributors in the ordinary course of business; (om) Investments by wholly owned Subsidiaries in other wholly owned Subsidiaries or in Borrower; and (pn) Other investments not otherwise permitted Investments consisting of deposit accounts; provided Xxxxxx has a perfected security interest therein to the extent required by this Section 6.6 not exceeding $250,000 in any fiscal year6.11.

Loans; Investments. Make or suffer to exist any loans, guaranties, advances, or investments (“Investments”)investments, except: (a) accounts receivable in the ordinary course of Borrower’s business; (b) Investments investments in domestic certificates of deposit issued by, and other domestic investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) in capital and a rating of at least “investment grade” or “A” by Xxxxx’x or any successor rating agency; (c) Investments investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s industry and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments investments in (i) one or more wholly-owned domestic direct or indirect Subsidiaries of Borrower, so long as consisting of (a) Pre-Existing Intercompany Balances or (b) other investments made in accordance with Section 6.14(a) the ordinary course of this Agreement, each such Person has been made a co-borrower hereunder or has executed and delivered Borrower’s business not to Lender an agreement, exceed $400,000 in form and substance reasonably satisfactory to Lender, containing a guaranty of the Obligations, and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of Lenderaggregate amount in any calendar year; (g) Investments approved by Lender prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of Borrower’s business; (kh) non-cash Investments consisting of (i) travel advances and employee relocation loans approved by Borrower’s Board and other employee loans and advances in the ordinary course of Managers business, and (ii) loans to employees, officers or managers directors relating to the purchase of equity securities of Borrower or its Subsidiaries pursuant to employee stock purchase plans or agreements approved by Borrower’s Board board of Managers, limited to an aggregate total of $250,000 at any time outstandingdirectors; (li) Investments investments (including debt obligations) received in connection with the bankruptcy or reorganization of customers or suppliers and in settlement of delinquent obligations of, and other disputes with, customers or suppliers arising in the ordinary course of Borrower’s business; (mj) Investments permitted under Section 6.11; (n) Investments investments consisting of notes receivable of, or prepaid royalties and other credit extensions toextensions, to customers and suppliers in the ordinary course of business; (o) Investments by wholly owned Subsidiaries in other wholly owned Subsidiaries or in Borrowerwho are not Affiliates; and (pk) Other other investments in an amount not otherwise permitted by this Section 6.6 not exceeding to exceed $250,000 in 400,000 during any fiscal calendar year.

Loans; Investments. Make or suffer to exist The Borrower will not, and will not permit any loansof its Restricted Subsidiaries to, advances, or investments (“Investments”)make any Investment, except: (ai) accounts receivable the Borrower and its Restricted Subsidiaries may acquire and hold cash and Cash Equivalents; (ii) the Borrower and its Restricted Subsidiaries may acquire and hold receivables owing to it, if created or acquired in the ordinary course of Borrower’s businessits business and payable or dischargeable in accordance with customary trade terms of the Borrower or such Restricted Subsidiary; (biii) Investments in domestic certificates of deposit issued by, the Borrower and other domestic its Restricted Subsidiaries may acquire and own investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) in capital and a rating of at least “investment grade” or “A” by Xxxxx’x or any successor rating agency; (c) Investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s industry and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments in (i) one or more wholly-owned domestic Subsidiaries of Borrower, so long as in accordance with Section 6.14(a) of this Agreement, each such Person has been made a co-borrower hereunder or has executed and delivered to Lender an agreement, in form and substance reasonably satisfactory to Lender, containing a guaranty of the Obligations, and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of Lender; (g) Investments approved by Lender prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (k) non-cash loans approved by Borrower’s Board of Managers to employees, officers or managers relating to the purchase of equity securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s Board of Managers, limited to an aggregate total of $250,000 at any time outstanding; (l) Investments (including debt obligations) received in connection with the bankruptcy or reorganization of Lessees, suppliers, trade creditors, licensees, licensors and customers or suppliers and in good faith settlement of delinquent obligations of, and other disputes with, Lessees, suppliers, trade creditors, licensees, licensors and customers or suppliers arising in the ordinary course of Borrower’s business; (m) Investments permitted under Section 6.11; (n) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers in the ordinary course of business; (oiv) Permitted Hedging Agreements; (v) loans by the Borrower or any of its Restricted Subsidiaries to the officers, employees and directors of such Person for bona fide business purposes, and advances of reimbursable expenses, including advances for travel and moving expenses, by the Borrower or any of its Restricted Subsidiaries to officers, employees and directors of such Person for bona fide purposes, and in all such cases incurred in the ordinary course of business; (vi) Investments in the Borrower or any Restricted Subsidiary of the Borrower shall be permitted; provided, that in order for any intercompany Indebtedness to be permitted pursuant to this clause (vi), such intercompany Indebtedness must additionally be permitted to be incurred under Section 9.4(v); (vii) Investments as lessor under arm’s-length capital leases (determined in accordance with GAAP) of maritime containers, intermodal chassis or other assets entered into in the ordinary course of business with unaffiliated third parties shall be permitted; (viii) Investments in any Person to the extent such Investments consist of prepaid expenses, negotiable instruments held for collection and lease, utility and workers’ compensation, performance and other similar deposits made in the ordinary course of business shall be permitted; (ix) Investments incurred in connection with a Permitted Securitization shall be permitted; (x) the Borrower and its Restricted Subsidiaries may own the Capital Stock of their respective Subsidiaries created or acquired in accordance with the terms of this Credit Agreement; (xi) the Borrower and its Restricted Subsidiaries may acquire and hold Investments issued by the purchaser of assets in connection with a sale of such assets to the extent not prohibited by Section 9.2; (xii) Investments in existence on the Effective Date as set forth on the Effective Date Officer’s Certificate (and any extension, modification or renewal of such Investments) shall be permitted. (xiii) the Borrower may acquire and hold obligations of one or more officers, directors or other employees of the Borrower or any of its Restricted Subsidiaries in connection with such officers’, directors’ or employees’ acquisition of shares of Capital Stock of the Borrower, so long as no cash is paid by the Borrower or any of its Restricted Subsidiaries to such officers, directors or employees in connection with the acquisition of any such obligations; (xiv) Investments in Eligible Investments shall be permitted; (xv) Investments in Unrestricted Subsidiaries and joint ventures shall be permitted provided that, all debt of Unrestricted Subsidiaries shall be non-recourse to the Borrower and any of its Restricted Subsidiaries and the Borrower shall be in pro forma compliance with the covenants set forth in Article 10 after giving effect to such Investments; (xvi) Investments by wholly owned Subsidiaries any Person existing at the time such Person becomes a Subsidiary of the Borrower (and extensions, replacements an renewals thereof) shall be permitted; provided, that all such Investments existed at the time such Person became a Subsidiary of the Borrower and were not made in other wholly owned Subsidiaries connection therewith or in contemplation thereof; (xvii) Investments made, directly or indirectly, out of the net cash proceeds or the fair market value of other assets received by the Borrower from any Person (other than a Restricted Subsidiary of the Borrower) from the substantially concurrent sale of, or made by exchange for, Capital Stock of the Borrower or a substantially concurrent capital contribution received by Borrower from its stockholders shall be permitted; and (pxviii) Other investments not otherwise permitted by this Section 6.6 not exceeding $250,000 other Investments in any fiscal yearPerson in an aggregate amount not to exceed $15,000,000 at any one time outstanding.

Loans; Investments. Make or suffer to exist The Borrower will not, and will not permit any loansof its Restricted Subsidiaries to, advances, or investments (“Investments”)make any Investment, except: (ai) accounts receivable the Borrower and its Restricted Subsidiaries may acquire and hold cash and Cash Equivalents; (ii) the Borrower and its Restricted Subsidiaries may acquire and hold receivables owing to it, if created or acquired in the ordinary course of Borrower’s businessits business and payable or dischargeable in accordance with customary trade terms of the Borrower or such Restricted Subsidiary; (biii) Investments in domestic certificates of deposit issued by, the Borrower and other domestic its Restricted Subsidiaries may acquire and own investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) in capital and a rating of at least “investment grade” or “A” by Xxxxx’x or any successor rating agency; (c) Investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s industry and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments in (i) one or more wholly-owned domestic Subsidiaries of Borrower, so long as in accordance with Section 6.14(a) of this Agreement, each such Person has been made a co-borrower hereunder or has executed and delivered to Lender an agreement, in form and substance reasonably satisfactory to Lender, containing a guaranty of the Obligations, and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of Lender; (g) Investments approved by Lender prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (k) non-cash loans approved by Borrower’s Board of Managers to employees, officers or managers relating to the purchase of equity securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s Board of Managers, limited to an aggregate total of $250,000 at any time outstanding; (l) Investments (including debt obligations) received in connection with the bankruptcy or reorganization of Lessees, suppliers, trade creditors, licensees, licensors and customers or suppliers and in good faith settlement of delinquent obligations of, and other disputes with, Lessees, suppliers, trade creditors, licensees, licensors and customers or suppliers arising in the ordinary course of Borrower’s business; (m) Investments permitted under Section 6.11; (n) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers in the ordinary course of business; (oiv) Hedging Agreements entered into in the ordinary course of business or otherwise in compliance with Section 9.4(iii) or Section 9.4(xii) shall be permitted; (v) Both of (x) loans by the Borrower and its Restricted Subsidiaries to officers, employees and directors of the Borrower and its Restricted Subsidiaries for bona fide business purposes, in each case incurred in the ordinary course of business shall be permitted, and (y) advances of reimbursable expenses, including advances for travel and moving expenses, by the Borrower and its Restricted Subsidiaries to officers, employees and directors of the Borrower and its Restricted Subsidiaries for bona fide purposes, in each case incurred in the ordinary course of business shall be permitted; (vi) Investments in the Borrower or any Restricted Subsidiary of the Borrower shall be permitted; provided, that in order for any intercompany Indebtedness to be permitted pursuant to this clause (vi), such intercompany Indebtedness must additionally be permitted to be incurred under Section 9.4(v); (vii) Investments as lessor under arm's-length capital leases (determined in accordance with GAAP) of maritime containers or intermodal chassis entered into in the ordinary course of business with unaffiliated third parties shall be permitted; (viii) Investments in any Person to the extent such Investments consist of prepaid expenses, negotiable instruments held for collection and lease, utility and workers' compensation, performance and other similar deposits made in the ordinary course of business shall be permitted; (ix) Investments incurred in connection with a Permitted Securitization shall be permitted; (x) the Borrower and its Restricted Subsidiaries may own the Capital Stock of, their respective Subsidiaries created or acquired in accordance with the terms of this Credit Agreement; (xi) the Borrower and its Restricted Subsidiaries may acquire and hold Investments issued by the purchaser of assets in connection with a sale of such assets to the extent permitted by Section 9.2; (xii) Investments in existence as of the Closing Date as set forth on Schedule 9.5 hereto and any extension, modification or renewal of and such Investments existing on the Closing Date, shall be permitted; (xiii) the Borrower may acquire and hold obligations of one or more officers, directors or other employees of the Borrower or any of its Restricted Subsidiaries in connection with such officers', directors' or employees' acquisition of shares of capital stock of the Borrower, so long as no cash is paid by the Borrower or any of its Restricted Subsidiaries to such officers, directors or employees in connection with the acquisition of any such obligations; (xiv) Investments in Eligible Investments shall be permitted; (xv) Investments in Unrestricted Subsidiaries and joint ventures shall be permitted provided that, all debt of Unrestricted Subsidiaries shall be non-recourse to the Borrower and its Restricted Subsidiaries; (xvi) Investments by wholly owned Subsidiaries any Person existing at the time such Person becomes a Subsidiary of the Borrower (and extensions, replacements an renewals thereof) shall be permitted; provided, that all such Investments existed at the time such Person became a Subsidiary of the Borrower and were not made in other wholly owned Subsidiaries connection therewith or in contemplation thereof; (xvii) Investments made, directly or indirectly, out of the net cash proceeds or the fair market value of other assets received by the Borrower from any Person (other than a Restricted Subsidiary of the Borrower) from the substantially concurrent sale of, or made by exchange for, Capital Stock of the Borrower or a substantially concurrent capital contribution received by the Borrower from its stockholders shall be permitted; and (pxviii) Other investments not otherwise permitted by this Section 6.6 not exceeding $250,000 other Investments in any fiscal yearPerson in an aggregate amount not to exceed $15,000,000 at any one time outstanding shall be permitted.

Loans; Investments. Make The Borrower shall not, and shall not permit its Subsidiaries to, make or suffer permit to exist remain outstanding any loans, advancesloan or advance to, or investments (“Investments”)own, exceptpurchase or acquire any stock, obligations or securities of or any other interest in, or make any capital contribution to, any other Person or make any acquisition of all or substantially all of the stock or assets of any business or division of a Person through a merger, consolidation or any other combination with such Person in any transaction or a series of related transactions, except that the Borrower and such Subsidiary may: (ai) accounts receivable acquire any Cash Equivalents; (ii) acquire and own stock, securities and other investments received from customers and suppliers in connection with debts created in the ordinary course of Borrower’s businessbusiness owing to such Loan Party or such Subsidiaries; (biii) Investments in domestic certificates of deposit issued by, and other domestic investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) in capital and a rating of at least “investment grade” or “A” by Xxxxx’x or any successor rating agency; (c) Investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s industry and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments in (i) one or more wholly-owned domestic Subsidiaries of Borrower, so long as in accordance with Section 6.14(a) of this Agreement, each such Person has been made a co-borrower hereunder or has executed and delivered to Lender an agreement, in form and substance reasonably satisfactory to Lender, containing a guaranty of the Obligations, and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of Lender; (g) Investments approved by Lender prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of endorse negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (kiv) consummate a Permitted Acquisition, provided that for any acquisition of Persons or assets that do not become Loan Parties or Collateral, after giving pro forma effect to such acquisition, (A) such Persons or assets so acquired shall not account for greater than 5.0% of the consolidated revenues of the Borrower and its Subsidiaries for the four fiscal quarter period ending on the last day of the most recent Fiscal Quarter for which financial statements have been delivered pursuant to Section 6.01(a)(i) or Section 6.01(a)(ii) and (B) all such Persons or assets so acquired shall not account for greater than 10.0% of the consolidated revenues of the Borrower and its Subsidiaries for the for the four fiscal quarter period ending on last day of the most recent Fiscal Quarter for which financial statements have been delivered pursuant to Section 6.01(a)(i) or Section 6.01(a)(ii); (v) maintain the loans, investments and/or liabilities in existence on the Closing Date and set forth on Schedule 6.02(e)(v) to the Disclosure Letter; (vi) invest in the Equity Interests of the Subsidiaries, provided that (A) any such investment in the form of Equity Interests held by a Loan Party shall be pledged pursuant to the Security Agreement (subject to any limitations applicable to voting stock of a Foreign Subsidiary referred to therein), (B) no part of any such investment by a Loan Party to a non-Loan Party shall take the form of a contribution of intellectual property (other than any contribution or transfer to a Foreign Subsidiary of intellectual property that is necessary to, or useful in, the business of such Foreign Subsidiary pursuant to the Management and Services Agreements, the Cost Sharing Agreement or the Platform Contribution Transaction License Agreement), and (C) the aggregate amount of investments by the Loan Parties in Subsidiaries that are not Loan Parties (determined without regard to any write-downs or write-offs of such investments) shall not exceed $25,000,000 per Fiscal Year; (vii) [reserved]; (viii) make loans or advances made by the Borrower to any Subsidiary and made by the Borrower or any Subsidiary to the Borrower or any other Subsidiary; provided that (A) any such loans and advances made by a Loan Party shall be evidenced by a promissory note pledged to the Lender pursuant to the Security Agreement, (B) such loans and advances shall be unsecured and, to the extent owed by a Loan Party to a Person that is not a Loan Party, subordinated to the Obligations pursuant to a subordination agreement in form and substance satisfactory to the Lender, and (C) the amount of such loans and advances made by Loan Parties to Subsidiaries that are not Loan Parties shall be subject to the limitation set forth in clause (vi) of this Section; (ix) make investments, loans or advances constituting non-cash loans approved consideration received by Borrower’s Board the Borrower or any Subsidiary in respect of Managers to employees, officers or managers relating to the purchase of equity securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s Board of Managers, limited to an aggregate total of $250,000 at any time outstandingDispositions permitted under Section 6.02(f); (lx) Investments (including debt obligations) received in connection with the bankruptcy or reorganization accounts receivable and extensions of customers or suppliers and in settlement of delinquent obligations of, and other disputes with, customers or suppliers trade credit arising in the ordinary course of Borrower’s business; (m) Investments permitted under Section 6.11; (n) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers in the ordinary course of business; (oxi) Investments make investments represented by wholly owned Subsidiaries in other wholly owned Subsidiaries or in BorrowerHedge Agreements permitted under Section 6.02(b); and (pxii) Other investments maintain deposit and securities accounts to the extent not prohibited by this Agreement; (xiii) enter into and perform its obligations under any Permitted Call Hedging Agreement; and (xiv) make other investments, loans or advances not otherwise permitted by one of the foregoing clauses of this Section 6.6 not exceeding $250,000 6.02(e); provided that, immediately after giving effect to such investment, loan or advance, the Borrower shall be in compliance with the financial covenants set forth in Section 6.03, on a pro forma basis. For purposes of compliance with this Section 6.02(e), the amount of any investment (whether an equity investment, loan, guarantee or other investment governed by this Section 6.02(e)) of any Person shall be the amount actually invested, without adjustment for subsequent increases or decreases in the value of such investment less (x) any returns or distributions of capital or repayment of principal actually received in cash by such Person with respect thereto, whether by disposition, return on capital, dividend or otherwise or (y) in the case of any investment by a Loan Party in any fiscal yearForeign Subsidiary, as reduced by any cash payments received by such Loan Party from any Foreign Subsidiary pursuant to the Management and Services Agreements, the Cost Sharing Agreement or the Platform Contribution Transaction License Agreement.

Loans; Investments. Make or suffer to exist any loans, guaranties, advances, or investments (“Investments”), except: (a) accounts receivable in the ordinary course of BorrowerBxxxxxxx’s or the applicable Loan Party’s business; (b) Investments in domestic certificates of deposit issued by, and other domestic investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) 100,000,000 in capital and a rating of at least “investment grade” or “A” by Xxxxx’x Mxxxx’x or any successor rating agency; (c) Investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s or the applicable Loan Party’s industry and which do not require Borrower it to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of LenderRequired Lenders, require Borrower it to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments in (i) one or more wholly-owned domestic Subsidiaries of BorrowerBorrower or the applicable Loan Party, so long as in accordance with Section 6.14(a) of this Agreement, each such Person has been made a co-borrower or Loan Party hereunder or has executed and delivered to Lender Lenders an agreement, in form and substance reasonably satisfactory to LenderRequired Lenders, containing a guaranty of the Obligations, and (ii) except as permitted by Section 6.6(n) below, one or more wholly-owned foreign Subsidiaries of Borrower or the applicable Loan Party with the prior written consent of LenderRequired Lenders; (g) Investments approved by Lender Lenders prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (k) non-cash loans approved by Borrower’s or the applicable Loan Party’s Board of Managers Directors to employees, officers or managers directors relating to the purchase of its equity securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s its Board of ManagersDirectors, limited to an aggregate total of $250,000 100,000 at any time outstanding; (lj) Investments (including debt obligations) received in connection with the bankruptcy or reorganization of customers or suppliers and in settlement of delinquent obligations of, and other disputes with, customers or suppliers arising in the ordinary course of Borrower’s businessbusiness of Borrower or the applicable Loan Party; (mk) Investments permitted under Section 6.11; (nl) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers in the ordinary course of business; (om) Investments Subject to the limitations set forth in Section 6.6(n) below, investments by wholly owned Subsidiaries in other wholly owned Subsidiaries or in Borrower; andBorrower or a Loan Party; (pn) Other investments not otherwise permitted Investments by this Section 6.6 Borrower or a Loan Party in the Excluded Indian Subsidiary (i) to cover ordinary, necessary, current operating expenses in the ordinary course of business including intercompany markup required by the Indian tax authorities not exceeding $250,000 3,000,000 in any fiscal yearFiscal Year or (ii) for other purposes so long as such other Investments do not exceed $1,000,000 in the aggregate outstanding at any time; (o) Other Investments not to exceed the Threshold Amount in the aggregate over the term of this Agreement.

Loans; Investments. Make or suffer to exist any loans, guaranties, advances, or investments (“Investments”)investments, except: (a) accounts receivable in the ordinary course of Borrower’s business; (b) Investments investments in domestic certificates of deposit issued by, and other domestic investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) in capital and a rating of at least “investment grade” or “A” by Xxxxx’x or any successor rating agency; (c) Investments investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s industry and arrangements, which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of LenderLender (such consent not to be unreasonably withheld, conditioned or delayed), require Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments investments of cash and other assets in (i) one or more wholly-owned domestic Subsidiaries of Borrower, so long as in accordance with Section 6.14(a) of this Agreement, each such Person Subsidiary has been made a co-borrower hereunder or has executed and delivered to Lender an agreement, in form and substance reasonably satisfactory to Lender, containing a guaranty of the Obligations, and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of Lender;. (g) Investments approved by Lender prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or any investments accepted in connection with Transfers permitted by Section 6.5; Borrower’s investment policy, as amended from time to time, provided that such investment policy (iand any amendment thereto) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (k) non-cash loans been approved by Borrower’s Board of Managers Directors and furnished to Lender following Lender’s request therefor; (h) loans to employees, officers or managers directors relating to the purchase of equity securities of Borrower or its Subsidiaries pursuant to employee stock purchase plans or agreements approved by Borrower’s Board of Managers, limited to an aggregate total of $250,000 at any time outstandingDirectors; (li) Investments deposit and investment accounts of Borrower; (j) investments (including debt obligations) received in connection with the bankruptcy or reorganization of customers or suppliers and in settlement of delinquent obligations of, and other disputes with, customers or suppliers suppliers, arising in the ordinary course of Borrower’s business; (m) Investments permitted under Section 6.11; (n) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers in the ordinary course of business; (k) investments consisting of notes receivable or prepaid royalties and other credit extensions to customers and suppliers who are not affiliates in the ordinary course of business; (l) investments existing on the Closing Date and set forth on Schedule 6,6; (m) Permitted Acquisitions; (n) Swap Agreements; (o) Investments by wholly owned Subsidiaries investments made with proceeds of an equity issuance; (p) guaranty and other contingent obligations in respect of a lease or other wholly owned Subsidiaries contract or arrangement, in Borrowereach case entered into in the ordinary course of business; and (pq) Other other investments in an aggregate amount not otherwise permitted by this Section 6.6 not exceeding to exceed One Million Dollars ($250,000 in 1,000,000) at any fiscal yearone time outstanding.

Loans; Investments. Make or suffer to exist any loans, guaranties, advances, or investments (“Investments”)) by Borrower or its Subsidiaries, except: (a) accounts receivable in the ordinary course of BorrowerXxxxxxxx’s business; (b) Investments in domestic certificates of deposit issued by, and other domestic investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) in capital and a rating of at least “investment grade” or “A” by Xxxxx’x Moody’s or any successor rating agency; (c) Investments in marketable obligations of the United States of America and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to employees to cover incidental expenses to be incurred in the ordinary course of businessbusiness not to exceed $10,000 in the aggregate outstanding at any time; (e) Investments in joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower’s industry and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Agent and each Lender, require Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments in (i) one or more wholly-owned domestic Subsidiaries of Borrower, so long as in accordance with Section 6.14(a) of this Agreement, each such Person has been made a co-borrower hereunder by executing and delivery a Joinder Agreement or has executed and delivered to Lender Lenders an agreement, in form and substance reasonably satisfactory to LenderRequired Lenders, containing a guaranty of the Obligations, and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of Lender; (g) Investments approved by Lender prior to Lenders in existence on the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business; (k) non-cash loans approved by Borrower’s Board of Managers Directors to employees, officers or managers directors relating to the purchase of equity securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s Board of ManagersDirectors, limited to an aggregate total of $250,000 at any time outstanding; (lj) Investments (including debt obligations) received in connection with the bankruptcy or reorganization of customers or suppliers and in settlement of delinquent obligations of, and other disputes with, customers or suppliers arising in the ordinary course of Borrower’s business; (mk) Investments permitted under Section 6.11; (nl) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers in the ordinary course of business; (om) Investments by wholly owned Subsidiaries in other wholly owned Subsidiaries or in Borrowercash and, subject to compliance with Section 6.11, deposit accounts and securities accounts; and (pn) Other investments so long as no Event of Default has occurred and is continuing, other Investments in the ordinary course of business or contemplated in the Model not otherwise permitted by to exceed an aggregate amount of $5,000,000 at any time outstanding; provided, however, any Subsidiary formed or acquired in connection with this clause (n) shall be subject to Section 6.6 not exceeding $250,000 in any fiscal year6.14(a).

Loans; Investments. Make or suffer to exist any loans, guaranties, advances, or investments (“Investments”)investments, except: (a) accounts receivable in the ordinary course of Borrower’s business; (b) Investments investments in domestic certificates of deposit issued by, and other domestic investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) in capital and a rating of at least “investment grade” or “A” by Xxxxx’x Mxxxx’x or any successor rating agency; (c) Investments investments in marketable obligations of the United States of America or its agencies or any state and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments investments in joint ventures, strategic alliances, licensing and similar arrangements customary in the applicable Borrower’s industry and which do not require such Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require such Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments investments of cash in (i) one or more wholly-owned domestic Subsidiaries of a Borrower, so long as in accordance with Section 6.14(a) of this Agreement, each such Person has been made a co-borrower hereunder or has executed and delivered to Lender an agreement, in form and substance reasonably satisfactory to Lender, containing a guaranty of the Obligations, and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of Lender;; and (g) Investments approved by Lender prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions not otherwise covered above, investments in the ordinary course of business; (k) non-cash loans business and permitted under the applicable Borrower’s investment policy as approved by Borrower’s Board its board of Managers directors, which policy shall be provided to employees, officers or managers relating to the purchase of equity securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s Board of Managers, limited to an aggregate total of $250,000 at any time outstanding; (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 other disputes with, customers or suppliers arising in the ordinary course of Borrower’s business; (m) Investments permitted under Section 6.11; (n) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers in the ordinary course of business; (o) Investments by wholly owned Subsidiaries in other wholly owned Subsidiaries or in Borrower; and (p) Other investments not otherwise permitted by this Section 6.6 not exceeding $250,000 in any fiscal yearLender.

Loans; Investments. Make or suffer to exist any loans, guaranties, advances, or investments (“Investments”)investments, except: (a) accounts receivable in the ordinary course of Borrower’s business; (b) Investments investments in domestic certificates of deposit issued by, and other domestic investments with, financial institutions organized under the laws of the United States or a state thereof, having at least One Hundred Million Dollars ($100,000,000) in capital and a rating of at least “investment grade” or “A” by Xxxxx’x or any successor rating agency; (c) Investments investments in marketable obligations of the United States of America or its agencies or any state and in open market commercial paper given the highest credit rating by a national credit agency and maturing not more than one year from the creation thereof; (d) temporary advances to cover incidental expenses to be incurred in the ordinary course of business; (e) Investments investments in joint ventures, strategic alliances, licensing and similar arrangements customary in the applicable Borrower’s industry and which do not require such Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require such Borrower to transfer ownership of non-cash assets to such joint venture or other entity; (f) Investments investments of cash in (i) one or more wholly-owned domestic Subsidiaries of a Borrower, so long as in accordance with if required by Section 6.14(a) of this Agreement, each such Person Subsidiary has been made a co-borrower hereunder or has executed and delivered to Lender an agreement, in form and substance reasonably satisfactory to Lender, containing a guaranty of the Obligations, and (ii) one or more wholly-owned foreign Subsidiaries of Borrower with the prior written consent of Lender;; and (g) Investments approved by Lender prior to the Closing Date as shown on Schedule 6.6; (h) Investments accepted in connection with transactions permitted under Section 6.4 or investments accepted in connection with Transfers permitted by Section 6.5; (i) Investments consisting of deposit accounts; provided Lender has a perfected security interest therein to the extent required by 6.11; (j) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions not otherwise covered above, investments in the ordinary course of business; (k) non-cash loans business and permitted under the applicable Borrower’s investment policy as approved by Borrower’s Board its board of Managers directors, which policy shall be provided to employees, officers or managers relating to the purchase of equity securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s Board of Managers, limited to an aggregate total of $250,000 at any time outstanding; (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 other disputes with, customers or suppliers arising in the ordinary course of Borrower’s business; (m) Investments permitted under Section 6.11; (n) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions to, customers and suppliers in the ordinary course of business; (o) Investments by wholly owned Subsidiaries in other wholly owned Subsidiaries or in Borrower; and (p) Other investments not otherwise permitted by this Section 6.6 not exceeding $250,000 in any fiscal yearLender.