Common use of Restricted Investments Clause in Contracts

Restricted Investments. Make any Investment, except: (a) (i) equity Investments in Foreign Subsidiaries to the minimum extent required to comply with the local minimum capitalization requirements of foreign jurisdictions and (ii) conversions of Intercompany Debt between any Loan Party and Foreign Subsidiary into equity not to exceed, when taken together with all Investments outstanding pursuant to Section 7.04(b)(iii), an aggregate amount equal to the greater of (x) $50,000,000 and (y) 10% of Consolidated Total Assets; (i) equity investments owned as of the Closing Date in any Subsidiary, (ii) Investments made after the Closing Date by a Loan Party in any other Loan Party, (iii) Investments made by any Loan Party in any Non-Guarantor Subsidiary not to exceed (at the time such Investment is made), when taken together with all conversions of Intercompany Debt made pursuant to Section 7.04(a)(ii), an aggregate amount equal to the greater of (x) $50,000,000 and (y) 10% of Consolidated Total Assets and (iv) Investments from a Non-Guarantor Subsidiary into another Non-Guarantor Subsidiary; (c) Investments (i) in any Equity Interests or other securities received in satisfaction or partial satisfaction thereof from financially troubled account debtors (whether in connection with a foreclosure, bankruptcy, workout, judgment or otherwise) and (ii) deposits, prepayments and other credits to suppliers made in the Ordinary Course of Business; (d) Consolidated Capital Expenditures; (e) loans and advances to employees, officers and directors of the Borrower and its Subsidiaries made in the Ordinary Course of Business and to the extent permitted by the Xxxxxxxx-Xxxxx Act of 2002, in an aggregate principal amount at any time outstanding not to exceed $10,000,000 in the aggregate; (f) Intercompany Debt permitted by Section 7.01; (g) Investments described in Schedule 7.04 to the Disclosure Letter; (h) the Borrower and its Subsidiaries may enter into and perform their respective obligations under (i) Hedging Agreements permitted hereunder and entered into in the Ordinary Course of Business and (ii) Permitted Call Spread Swap Agreements; (i) Investments consisting of extensions of credit in the nature of accounts receivable, prepaid royalties or expenses or notes receivable arising from the sale or lease of goods or services in the Ordinary Course of Business, or lease, utility, workers compensation, performance or similar deposits arising in the Ordinary Course of Business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary to prevent or limit loss; (j) guaranty and similar obligations permitted by Section 7.01; (k) commission, entertainment, relocation, payroll, travel, indemnity and similar advances to cover matters that are expected at the time of such advances ultimately to be treated as expenses for accounting purposes and that are made in the Ordinary Course of Business; (l) Investments acquired by the Borrower or any of its Subsidiaries (i) in exchange for any other Investments held by the Borrower or such Subsidiary in connection with or as a result of bankruptcy, workout, reorganization or recapitalization of the issuer of such Investment or (ii) as a result of a foreclosure by the Borrower or any of its Subsidiaries with respect to any secured Investment or other transfer of title with respect to any secured Investment in default; (m) Investments representing the non-cash portion of the consideration received in connection with any issuance of Equity Interests by a Subsidiary of the Borrower to the Borrower or to another Subsidiary of the Borrower not prohibited hereunder; (n) equity Investments in Subsidiaries solely to the extent made to effect transactions permitted pursuant to Section 7.05(d) hereof; (o) Investments constituting or made in connection with Permitted Acquisitions, so long as (i) no Default or Event of Default exists or would result therefrom and (ii) after giving Pro Forma Effect thereto, the Borrower is in Pro Forma Compliance with the financial covenants set forth in Section 7.17; (p) Permitted Pool Transactions; (q) Investments of any Person that becomes a Subsidiary after the Closing Date, as long as such Investments were not made in contemplation of such Person becoming a Subsidiary and such Investments existed at the time that such Person became a Subsidiary, and the aggregate amount of all such Investments incurred pursuant to this clause (q) does not exceed $50,000,000 at any time; (r) Investments that consist of or result from any merger or consolidation permitted by Section 7.07; (s) cash and Cash Equivalents; provided that if such cash and Cash Equivalents are owned by a Loan Party, such cash and Cash Equivalents are subject to the Administrative Agent’s Lien and control to the extent required by the Security Documents, pursuant to documentation in form and substance reasonably satisfactory to the Administrative Agent; (t) Investments made in accordance with the Borrower’s investment policy, as approved by the Board of Directors of the Borrower (or a committee thereof) and as in effect from time to time; and (u) Investments, other than Investments by any Loan Party in any Non-Guarantor Subsidiary of the Borrower, in an aggregate amount not to exceed at any time outstanding $50,000,000; provided that in no event shall any Loan Party make any Investment which results in or facilitates in any manner any Distribution not otherwise permitted under the terms of Section 7.03. For purposes of determining compliance with the provisions of this Section 7.04, equity Investments made by the Borrower or any of its Subsidiaries (the “contributor”) in any Subsidiary that are effected pursuant to one or more equity contributions made contemporaneously or in prompt succession by the contributor and/or any of its Subsidiaries shall be deemed one Investment by the contributor.

Restricted Investments. Make any Investment, except: (a) (i) equity Investments in Foreign Subsidiaries to the minimum extent required to comply with the local minimum capitalization requirements of foreign jurisdictions and (ii) conversions of Intercompany Debt between any Loan Party and Foreign Subsidiary into equity not to exceed, when taken together with all Investments outstanding pursuant to Section 7.04(b)(iii), an aggregate amount equal to the greater of (x) $50,000,000 and (y) 10% of Consolidated Total Assets; (i) equity investments owned as of the Closing Date in any Subsidiary, (ii) Investments made after the Closing Date by a Loan Party in any other Loan Party, (iii) Investments made by any Loan Party in any Non-Guarantor Subsidiary not to exceed (at the time such Investment is made), when taken together with all conversions of Intercompany Debt made pursuant to Section 7.04(a)(ii), an aggregate amount equal to the greater of (x) $50,000,000 and (y) 10% of Consolidated Total Assets and (iv) Investments from a Non-Guarantor Subsidiary into another Non-Guarantor Subsidiary; (c) Investments (i) in any Equity Interests or other securities received in satisfaction or partial satisfaction thereof from financially troubled account debtors (whether in connection with a foreclosure, bankruptcy, workout, judgment or otherwise) and (ii) deposits, prepayments and other credits to suppliers made in the Ordinary Course of Business; (d) Consolidated Capital Expenditures; (e) loans and advances to employees, officers and directors of the Borrower and its Subsidiaries made in the Ordinary Course of Business and to the extent permitted by the Xxxxxxxx-Xxxxx Act of 2002, in an aggregate principal amount at any time outstanding not to exceed $10,000,000 in the aggregate; (f) Intercompany Debt permitted by Section 7.01; (g) Investments described in Schedule 7.04 to the Disclosure Letter; (h) the Borrower and its Subsidiaries may enter into and perform their respective obligations under (i) Hedging Agreements permitted hereunder and entered into in the Ordinary Course of Business and (ii) Permitted Call Spread Swap Agreements; (i) Investments consisting of extensions of credit in the nature of accounts receivable, prepaid royalties or expenses or notes receivable arising from the sale or lease of goods or services in the Ordinary Course of Business, or lease, utility, workers compensation, performance or similar deposits arising in the Ordinary Course of Business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary to prevent or limit loss; (j) guaranty and similar obligations permitted by Section 7.01; (k) commission, entertainment, relocation, payroll, travel, indemnity and similar advances to cover matters that are expected at the time of such advances ultimately to be treated as expenses for accounting purposes and that are made in the Ordinary Course of Business; (l) Investments acquired by the Borrower or any of its Subsidiaries (i) in exchange for any other Investments held by the Borrower or such Subsidiary in connection with or as a result of bankruptcy, workout, reorganization or recapitalization of the issuer of such Investment or (ii) as a result of a foreclosure by the Borrower or any of its Subsidiaries with respect to any secured Investment or other transfer of title with respect to any secured Investment in default; (m) Investments representing the non-cash portion of the consideration received in connection with any issuance of Equity Interests by a Subsidiary of the Borrower to the Borrower or to another Subsidiary of the Borrower not prohibited hereunder; (n) equity Investments in Subsidiaries solely to the extent made to effect transactions permitted pursuant to Section 7.05(d) hereof; (o) Investments constituting or made in connection with Permitted Acquisitions, so long as (i) no Default or Event of Default exists or would result therefrom and (ii) after giving Pro Forma Effect thereto, the Borrower is in Pro Forma Compliance with the financial covenants set forth in Section 7.17; (p) Permitted Pool Transactions; (q) Investments of any Person that becomes a Subsidiary after the Closing Date, as long as such Investments were not made in contemplation of such Person becoming a Subsidiary and such Investments existed at the time that such Person became a Subsidiary, and the aggregate amount of all such Investments incurred pursuant to this clause (q) does not exceed $50,000,000 at any time; (r) Investments that consist of or result from any merger or consolidation permitted by Section 7.07; (s) cash and Cash Equivalents; provided that if such cash and Cash Equivalents are owned by a Loan Party, such cash and Cash Equivalents are subject to the Administrative Agent’s Lien and control to the extent required by the Security Documents, pursuant to documentation in form and substance reasonably satisfactory to the Administrative Agent; (t) Investments made in accordance with the Borrower’s investment policy, as approved by the Board of Directors of the Borrower (or a committee thereof) and as in effect from time to time; and (ut) Investments, other than Investments by any Loan Party in any Non-Guarantor Subsidiary of the Borrower, in an aggregate amount not to exceed at any time outstanding $50,000,000; provided that in no event shall any Loan Party make any Investment which results in or facilitates in any manner any Distribution not otherwise permitted under the terms of Section 7.03. For purposes of determining compliance with the provisions of this Section 7.04, equity Investments made by the Borrower or any of its Subsidiaries (the “contributor”) in any Subsidiary that are effected pursuant to one or more equity contributions made contemporaneously or in prompt succession by the contributor and/or any of its Subsidiaries shall be deemed one Investment by the contributor.

Restricted Investments. Make any Restricted Investment, except: (a) (i) equity Investments investments in Foreign Subsidiaries to the minimum extent required to comply with the local minimum capitalization requirements of foreign jurisdictions and jurisdictions, (ii) conversions of Intercompany Debt existing on the Closing Date into equity, and (iii) and conversions of Intercompany Debt incurred after the Closing Date between any Loan Party Obligor and Foreign Subsidiary into equity not to exceed, when taken together with all Investments outstanding pursuant to Section 7.04(b)(iii), an aggregate amount equal to exceed the greater Dollar Equivalent of (x) $50,000,000 and (y) 10% of Consolidated Total Assetsin the aggregate; (i) equity investments Investments owned as of the Closing Date in any Subsidiary, (ii) Investments made after the Closing Date by a Loan Party an Obligor in any other Loan PartyObligor, (iii) Investments made after the Closing Date (but exclusive of any conversions of Debt into equity) by any Loan Party Obligor in any Non-Guarantor Foreign Subsidiary not to exceed (at in an amount in excess of the time such Investment is made), when taken together with all conversions Dollar Equivalent of Intercompany Debt made pursuant to Section 7.04(a)(ii), an aggregate amount equal to the greater of (x) $50,000,000 and (y) 10% of Consolidated Total Assets and (iv) Investments from a Non-Guarantor Foreign Subsidiary into another Non-Guarantor Foreign Subsidiary; (c) c. Investments (i) in any Equity Interests or other securities received in satisfaction or partial satisfaction thereof from financially troubled account debtors (whether in connection with a foreclosure, bankruptcy, workout, judgment workout or otherwise) and (ii) deposits, prepayments and other credits to suppliers made in the Ordinary Course of Business; (d) d. Consolidated Capital Expenditures; (e) e. loans and advances to employees, officers and directors employees of the Borrower Sanmina and its Subsidiaries made in the Ordinary Course of Business and to the extent permitted by the Xxxxxxxx-Xxxxx Act of 2002, in an aggregate principal amount at any time outstanding not to exceed the Dollar Equivalent of $10,000,000 in the aggregate; (f) f. Intercompany Debt permitted by Section 7.0110.2.1; (g) g. Investments described in Schedule 7.04 10.2.4 to the Disclosure Letter; (h) the Borrower h. Sanmina and its Subsidiaries may enter into and perform their respective obligations under (i) Hedging Agreements permitted hereunder and entered into in the Ordinary Course of Business and (ii) Permitted Call Spread Swap Agreementsconsistent with past practices; (i) i. Investments consisting of extensions of credit in the nature of accounts receivable, prepaid royalties or expenses or notes receivable arising from the sale or lease of goods or services in the Ordinary Course of BusinessBusiness consistent with past practices, or lease, utility, workers compensation, performance or similar deposits arising in the Ordinary Course of BusinessBusiness consistent with past practices, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary to prevent or limit loss; (j) j. guaranty and similar obligations permitted by Section 7.0110.2.1; (k) k. commission, entertainment, relocation, payroll, travel, indemnity and similar advances to cover matters that are expected at the time of such advances ultimately to be treated as expenses for accounting purposes and that are made in the Ordinary Course ordinary course of Businessbusiness; (l) l. Investments acquired by the Borrower Sanmina or any of its Subsidiaries (i) in exchange for any other Investments held by the Borrower Sanmina or such Subsidiary in connection with or as a result of bankruptcy, workout, reorganization or recapitalization of the issuer of such Investment or (ii) as a result of a foreclosure by the Borrower Sanmina or any of its Subsidiaries with respect to any secured Investment or other transfer of title with respect to any secured Investment in default; (m) m. Investments representing the non-cash portion of the consideration received in connection with any issuance of Equity Interests by a Subsidiary of the Borrower Sanmina to the Borrower Sanmina or to another Subsidiary of the Borrower Sanmina not prohibited hereunder; (n) n. equity Investments in Subsidiaries solely to the extent made to effect transactions permitted pursuant to Section 7.05(d10.2.5(d) hereof; (oo. Investments in connection with Foreign Securitization Facilities, the Receivables Purchase Facility and any other securitization or factoring or similar arrangement referred to in Section 10.2.5(e) or Section 10.2.5(f); p. Investments constituting or made in connection with Permitted Acquisitions; provided that either (A)(i) the Availability Conditions are satisfied at the time thereof and (ii) the Fixed Charge Coverage Ratio as of the end of the Fiscal Quarter immediately preceding such Investment and after giving pro forma effect thereto is not less than 1.00 : 1.00, so long as or (iB) in respect of any such Investment in an aggregate amount not exceeding the Dollar Equivalent of $125,000,000 and provided that no Default or Event of Default exists or would result therefrom from such Investment, average Availability both on the date thereof and (ii) after giving Pro Forma Effect theretoeffect to such Investment on a pro forma basis during the preceding 30 day period is greater than or equal to $125,000,000 (provided that up to $75,000,000 of such Availability requirement can be satisfied to the extent of the amount of cash or Cash Equivalents held in a Cash Collateral Account at Agent); and provided, further, that for the purposes of this Section 10.2.4(p), the Borrower $125,000,000 Availability threshold shall be increased to $175,000,000 if the amount of the Commitments is increased pursuant to Section 2.3 to an aggregate amount in Pro Forma Compliance with the financial covenants set forth in Section 7.17excess of $250,000,000; (p) q. Permitted Pool Transactions; (q) r. Investments of any Person that becomes a Subsidiary after the Closing Date, as long as such Investments were not made in contemplation of such Person becoming a Subsidiary and such Investments existed at the time that such Person became a Subsidiary, and the aggregate amount of all such Investments incurred pursuant to this clause (q) does not exceed $50,000,000 at any time; (r) Investments that consist of or result from any merger or consolidation permitted by Section 7.07; (s) cash and Cash Equivalents; provided that if such cash and Cash Equivalents are owned by a Loan Party, such cash and Cash Equivalents are subject to the Administrative Agent’s Lien and control to the extent required by the Security Documents, pursuant to documentation in form and substance reasonably satisfactory to the Administrative Agent; (t) Investments made in accordance connection with the Borrower’s investment policy, as approved by the Board of Directors of the Borrower (or a committee thereof) and as in effect from time to time2009 Corporate Reorganization; and (ui) so long as the Availability Conditions are satisfied, any Investments and (ii) if the Availability Conditions are not satisfied, Investments, other than Investments by any Loan Party Borrower or Designated Canadian Guarantor in any Nonnon-Guarantor Obligor Subsidiary of the BorrowerSanmina, in an aggregate amount not to exceed at any time outstanding the Dollar Equivalent of $50,000,000; provided that 25,000,000. Provided, in no event shall any Loan Party Obligor make any Investment which results in or facilitates in any manner any Distribution not otherwise permitted under the terms of Section 7.0310.2.3. For purposes of determining compliance with the provisions of this Section 7.0410.2.4, equity Investments made by the Borrower Sanmina or any of its Subsidiaries (the “contributor”) in any Subsidiary that are effected pursuant to one or more equity contributions made contemporaneously or in prompt succession by the contributor and/or any of its Subsidiaries shall be deemed one Investment by the contributor; and provided, further, no Property acquired by any Borrower or Guarantor in connection with any Investment permitted under this Section 10.2.4 shall be permitted to be included in the Borrowing Base until Agent has received and approved, in its Credit Judgment, (A) a collateral examination or audit with respect to such Property, including an appraisal by an independent appraisal firm reasonably acceptable to Agent, (B) all UCC, PPSA or other search results necessary to confirm Agent’s first priority Lien on all of such Property, and (C) such customary certificates (including a solvency certificate), resolutions, financial statements, legal opinions, and other documentation as Agent may reasonably request (including as required by Sections 10.1.1 and 10.1.11).

Restricted Investments. Make any Investment, except: (a) (i) equity additional Investments by Borrowers or Subsidiaries in Foreign Subsidiaries to the minimum extent required to comply with the local minimum capitalization requirements of foreign jurisdictions and (ii) conversions of Intercompany Debt between any Loan Party and Foreign Subsidiary into equity not to exceed, when taken together with all Investments outstanding pursuant to Section 7.04(b)(iii), an aggregate amount equal to the greater of (x) $50,000,000 and (y) 10% of Consolidated Total AssetsObligor; (ib) equity investments owned as of the Closing Date additional Investments by Subsidiaries that are not Obligors in any Subsidiary, (ii) Investments made after the Closing Date by a Loan Party in any other Loan Party, (iii) Investments made by any Loan Party in any Non-Guarantor Subsidiary Subsidiaries that are not to exceed (at the time such Investment is made), when taken together with all conversions of Intercompany Debt made pursuant to Section 7.04(a)(ii), an aggregate amount equal to the greater of (x) $50,000,000 and (y) 10% of Consolidated Total Assets and (iv) Investments from a Non-Guarantor Subsidiary into another Non-Guarantor SubsidiaryObligors; (c) Cash Equivalents that are subject to Agent’s Lien and control, pursuant to documentation in form and substance satisfactory to Agent; (d) loans and advances permitted under Section 10.2.7; (e) Investments by Obligors in joint ventures or Subsidiaries that are not Borrowers in an amount (ior value) not to exceed $25,000,000 in the aggregate at any Equity Interests time; (f) guarantees permitted by Section 10.2.1(f); (g) Investments in Hedging Agreements permitted by Section 10.2.15; (h) stock, obligations or other securities received in satisfaction or partial satisfaction thereof from financially troubled account debtors (whether in connection with a foreclosure, bankruptcy, workout, judgment or otherwise) and (ii) deposits, prepayments and other credits to suppliers made in the Ordinary Course settlement of Business; (d) Consolidated Capital Expenditures; (e) loans and advances to employees, officers and directors of the Borrower and its Subsidiaries made debts created in the Ordinary Course of Business and owing to the extent permitted by the Xxxxxxxx-Xxxxx Act a Borrower or Subsidiary or in satisfaction of 2002, in an aggregate principal amount at any time outstanding not to exceed $10,000,000 in the aggregate; (f) Intercompany Debt permitted by Section 7.01; (g) Investments described in Schedule 7.04 to the Disclosure Letter; (h) the Borrower and its Subsidiaries may enter into and perform their respective obligations under (i) Hedging Agreements permitted hereunder and entered into in the Ordinary Course of Business and (ii) Permitted Call Spread Swap Agreementsjudgments; (i) Investments consisting of extensions of credit in the nature of accounts receivable, prepaid royalties or expenses or notes receivable arising from the sale or lease of goods or services in the Ordinary Course of Business, or lease, utility, workers compensation, performance or similar deposits arising in the Ordinary Course of Business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary to prevent or limit loss; (j) guaranty and similar obligations permitted by Section 7.01; (k) commission, entertainment, relocation, payroll, travel, indemnity and similar advances to cover matters that are expected at the time of such advances ultimately to be treated as expenses for accounting purposes and that are made in the Ordinary Course of Business; (l) Investments acquired by the Borrower or any of its Subsidiaries (i) in exchange for any other Investments held by the Borrower or such Subsidiary in connection with or as a result of bankruptcy, workout, reorganization or recapitalization of the issuer of such Investment or (ii) as a result of a foreclosure by the Borrower or any of its Subsidiaries with respect to any secured Investment or other transfer of title with respect to any secured Investment in default; (m) Investments representing the non-cash portion of the consideration received in connection with any issuance of Equity Interests by a Subsidiary of the Borrower to the Borrower or to another Subsidiary of the Borrower not prohibited hereunderPermitted Asset Disposition; (nj) equity Investments set forth on Schedule 10.2.5; and (k) the purchase or other acquisition of all the Capital Stocks in Subsidiaries solely any Person or all or any substantial portion of the Property of any Person, or any line or lines of business or division of any Person that, upon the consummation thereof, will be wholly owned directly by a Borrower or a Subsidiary (including as a result of a merger or consolidation); provided, that with respect to each purchase or other acquisition made pursuant to the extent made to effect transactions permitted terms hereunder: (i) any such newly-created or acquired Subsidiary shall become a Guarantor (if not a Foreign Subsidiary) pursuant to Section 7.05(d) hereof10.1.9; (oii) Investments constituting the lines of business of the Person to be (or made the property of which is to be) so purchased or otherwise acquired shall be substantially the same lines of business as one or more of the principal businesses of Borrowers and its Subsidiaries in the Ordinary Course of Business; (iii) such purchase or other acquisition shall not include or result in any Contingent Obligations that could reasonably be expected to be material to the business, financial condition, operations or prospects of Borrowers and its Subsidiaries, taken as a whole (as determined in good faith by the board of directors (or the persons performing similar functions) of Borrowers or such Subsidiary if the board of directors is otherwise approving such transaction and, in each other case, by a Senior Officer of Borrower Agent); (iv) the total cash and non-cash consideration (including all Debt incurred in connection with Permitted Acquisitionssuch Investment, so long all indemnities, earnouts and other contingent payment obligations to, and the aggregate amounts paid or to be paid under non-compete, consulting and other affiliated agreements with, the sellers thereof, but excluding therefrom the value of any Capital Stocks of Parent issued or transferred to the sellers thereof), when aggregated with the total cash and non-cash consideration (calculated as set forth in the parenthetical above) paid by or on behalf of Borrowers and its Subsidiaries for all other purchases and other acquisitions made by Borrowers and its Subsidiaries pursuant to the terms hereunder shall not exceed $150,000,000 in the aggregate; (iA) immediately before and immediately after giving pro forma effect to any such purchase or other acquisition, no Default or Event of Default exists or would result therefrom shall have occurred and be continuing and (iiB) immediately after giving Pro Forma Effect theretoeffect to such purchase or other acquisition, the Borrower is Parent shall be in Pro Forma Compliance pro forma compliance with the financial covenants covenant set forth in Section 7.1710.3, such compliance to be determined on the basis of the financial information most recently delivered to Agent and Lenders pursuant to Sections 10.1.2(a), 10.1.2(a) and 10.1.2(b) as though such purchase or other acquisition had been consummated as of the first day of the fiscal period covered thereby; (pvi) Permitted Pool Transactions; (q) Investments of any Person that becomes a Subsidiary after the Closing DateBorrower Agent shall have delivered to Agent and each Lender, as long as such Investments were not made in contemplation of such Person becoming a Subsidiary and such Investments existed at the time that such Person became a Subsidiary, and the aggregate amount of all such Investments incurred pursuant to this clause (q) does not exceed $50,000,000 at any time; (r) Investments that consist of or result from any merger or consolidation permitted by Section 7.07; (s) cash and Cash Equivalents; provided that if such cash and Cash Equivalents are owned by a Loan Party, such cash and Cash Equivalents are subject least five Business Days prior to the Administrative date on which any such purchase or other acquisition is to be consummated, a certificate of a Senior Officer of Borrower Agent’s Lien and control to the extent required by the Security Documents, pursuant to documentation in form and substance reasonably satisfactory to Agent and Required Lenders, certifying that all of the Administrative Agentrequirements set forth hereunder for such purchase or acquisition have been satisfied or will be satisfied on or prior to the consummation of such purchase or other acquisition; (tvii) Investments made unless otherwise consented to by Lenders, immediately before and after consummating each such acquisition, Availability shall be in accordance with the Borrower’s investment policy, as approved by the Board of Directors of the Borrower (or a committee thereof) and as in effect from time to timean amount not less than $100,000,000; and (uviii) Investments, other than Investments by any Loan Party Spansion determines in any Non-Guarantor Subsidiary good faith that such acquisition is in the best interests of Spansion and is not materially disadvantageous to the Borrower, in an aggregate amount not to exceed at any time outstanding $50,000,000; provided that in no event shall any Loan Party make any Investment which results in or facilitates in any manner any Distribution not otherwise permitted under the terms of Section 7.03. For purposes of determining compliance with the provisions of this Section 7.04, equity Investments made by the Borrower or any of its Subsidiaries (the “contributor”) in any Subsidiary that are effected pursuant to one or more equity contributions made contemporaneously or in prompt succession by the contributor and/or any of its Subsidiaries shall be deemed one Investment by the contributorLenders.

Restricted Investments. Make Neither the Borrower nor any InvestmentGuarantor will, exceptnor will any of them permit any of its Subsidiaries to, make any Investments, except for: (a) (i) equity Investments in Foreign the capital stock of any Guarantor, any Wholly Owned Subsidiaries to of the minimum extent required to comply with the local minimum capitalization requirements of foreign jurisdictions and (ii) conversions of Intercompany Debt between any Loan Party and Foreign Subsidiary into equity not to exceed, when taken together with all Investments outstanding pursuant to Section 7.04(b)(iii), an aggregate amount equal to the greater of (x) $50,000,000 and (y) 10% of Consolidated Total Assets; (i) equity investments owned Borrower existing as of the Closing Effective Date in and identified on Schedule 9.17 or any SubsidiarySubsidiary of Home Shopping (of which the Borrower owns or controls, directly or indirectly, at least 80% of the ordinary voting power) existing as of the Effective Date and identified on Schedule 9.17, or (ii) Investments made in the capital stock of any other Wholly Owned Subsidiary of the Borrower created after the Closing Effective Date to be solely engaged in a Core Business; provided that the aggregate principal amount of such Investments referred to in clause (ii) above together with such investments referred to in paragraph (e) below shall not exceed $50,000,000; (b) loans or advances made by a Loan Party in the Borrower to any other Loan Party, (iii) Investments Wholly Owned Subsidiary and made by any Loan Party in any Non-Guarantor Subsidiary not to exceed (at the time such Investment is made), when taken together with all conversions of Intercompany Debt made pursuant to Section 7.04(a)(ii), an aggregate amount equal to the greater of (x) $50,000,000 and (y) 10% of Consolidated Total Assets and (iv) Investments from a Non-Guarantor Subsidiary into another Non-Guarantor Borrower or any Wholly Owned Subsidiary; (c) Investments (i) in any Equity Interests or other securities received in satisfaction or partial satisfaction thereof from financially troubled account debtors (whether in connection with a foreclosure, bankruptcy, workout, judgment or otherwise) and (ii) deposits, prepayments and other credits interest rate protection agreements to suppliers made in the Ordinary Course of Businessextent required by Section 9.13; (d) Consolidated Capital Expenditures;Investments in (i) commercial paper rated A-1 or the equivalent thereof by Standard and Poor's Ratings Group or P-1 or the equivalent thereof by Moodx'x Xxxestors Service, Inc. and in each case maturing within six months after the date of acquisition thereof, (ii) debt securities issued by any corporation incorporated in the United States of America or any state thereof that has a short-term credit rating of at least A-1 or the equivalent thereof by Standard and Poor's Ratings Group or P-1 or the equivalent thereof by Moodx'x Investors Service, Inc. and in each case maturing within six months after the date of acquisition thereof, (iii) eurodollar time deposits, certificates of deposit and bankers' acceptance with maturities of six months or less from the date of acquisition, and overnight bank deposits, in each case, with any Lender or with any domestic commercial bank having capital and surplus in excess of 87 81 $100,000,000, (iv) tax exempt securities rated MIG-1 or the equivalent thereof by Moodx'x Xxxestors Service, Inc. with maturities of six months or less from the date of acquisition and (v) securities issued or fully guaranteed or insured by the United States Government or any agency or instrumentality thereof having maturities of not more than six months from the date of acquisition; and (e) loans and advances investments made after the date hereof in any joint venture, partnership or any other entity solely engaged or to employees, officers and directors of the Borrower and its Subsidiaries made be solely engaged in the Ordinary Course of a Core Business and to the extent (other than Investments otherwise permitted by the Xxxxxxxx-Xxxxx Act clause (i) of 2002subparagraph (a) above or subparagraph (b), (c) or (d) above), in an aggregate principal amount at for all such investments (together with Investments referred to in clause (ii) of subparagraph (a) above) not in excess of $50,000,000 (provided that any time outstanding not investments in the SF Broadcasting Companies shall not, subject to Section 9.16(a)(iii)(z), exceed $10,000,000 20,000,000 in the aggregate; (f) Intercompany Debt permitted by Section 7.01; (g) Investments described in Schedule 7.04 ); provided, however, that any such investments are subject to the Disclosure Letter;following conditions: (h) the Borrower and its Subsidiaries may enter into and perform their respective obligations under (i) Hedging Agreements permitted hereunder and entered into in the Ordinary Course of Business and (ii) Permitted Call Spread Swap Agreements; (i) Investments consisting of extensions of credit in the nature of accounts receivable, prepaid royalties or expenses or notes receivable arising from the sale or lease of goods or services in the Ordinary Course of Business, or lease, utility, workers compensation, performance or similar deposits arising in the Ordinary Course of Business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary to prevent or limit loss; (j) guaranty and similar obligations permitted by Section 7.01; (k) commission, entertainment, relocation, payroll, travel, indemnity and similar advances to cover matters that are expected at the time of such advances ultimately to be treated as expenses for accounting purposes and that are made in the Ordinary Course of Business; (l) Investments acquired by the Borrower or any of its Subsidiaries (i) in exchange for any other Investments held by the Borrower or such Subsidiary in connection with or as a result of bankruptcy, workout, reorganization or recapitalization of the issuer of such Investment or (ii) as a result of a foreclosure by the Borrower or any of its Subsidiaries with respect to any secured Investment or other transfer of title with respect to any secured Investment in default; (m) Investments representing the non-cash portion of the consideration received in connection with any issuance of Equity Interests by a Subsidiary of the Borrower to the Borrower or to another Subsidiary of the Borrower not prohibited hereunder; (n) equity Investments in Subsidiaries solely to the extent made to effect transactions permitted pursuant to Section 7.05(d) hereof; (o) Investments constituting or made in connection with Permitted Acquisitions, so long as (i) no Default or Event of Default exists or would result therefrom shall have occurred and (ii) after giving Pro Forma Effect theretobe continuing, the Borrower is in Pro Forma Compliance with the financial covenants set forth in Section 7.17; (p) Permitted Pool Transactions; (q) Investments of any Person that becomes a Subsidiary both before and immediately after the Closing Date, as long as such Investments were not made in contemplation making of such Person becoming a Subsidiary and such Investments existed at the time that such Person became a Subsidiary, and the aggregate amount of all such Investments incurred pursuant to this clause (q) does not exceed $50,000,000 at any time; (r) Investments that consist of or result from any merger or consolidation permitted by Section 7.07; (s) cash and Cash Equivalents; provided that if such cash and Cash Equivalents are owned by a Loan Party, such cash and Cash Equivalents are subject to the Administrative Agent’s Lien and control to the extent required by the Security Documents, pursuant to documentation in form and substance reasonably satisfactory to the Administrative Agent; (t) Investments made in accordance with the Borrower’s investment policy, as approved by the Board of Directors of the Borrower (or a committee thereof) and as in effect from time to timeinvestment; and (uii) Investmentsthe Borrower shall be in compliance with Sections 9.11, other than Investments by 9.12, 9.13, 9.14, 9.16, 9.17 and 9.18 both before and immediately after the making of such investment on both a historical and a pro forma basis. It is understood and agreed that any Loan Party in any Non-Guarantor Subsidiary of the Borrower, in an aggregate amount not acquisitions made pursuant to exceed at any time outstanding $50,000,000; provided that in no event shall any Loan Party make any Investment which results in or facilitates in any manner any Distribution not otherwise permitted under the terms clause (a) of Section 7.03. For 9.18 will not constitute an Investment for purposes of determining compliance with the provisions clauses (a)(ii) and (e) of this Section 7.04, equity Investments made by the Borrower or any of its Subsidiaries (the “contributor”) in any Subsidiary that are effected pursuant to one or more equity contributions made contemporaneously or in prompt succession by the contributor and/or any of its Subsidiaries shall be deemed one Investment by the contributorSection.

Restricted Investments. Make any Investment, except: (a) Subject to clause (b) below, make or permit to exist any loans or advances to or any other investment in any Person (including any equity holders of the Borrower or of any of its Affiliates), except investments in (1) interest-bearing United States Government obligations, (2) certificates of deposit issued by or time deposits with any commercial bank organized and existing under the laws of the United States or any state thereof having capital and surplus of not less than $25,000,000, (3) prime commercial paper rated AAA by Standard and Poor's or Prime P-1 by Xxxxx'x Investor Service, Inc., (4) agreements involving the sale and guaranteed repurchase of United States Government securities, or (5) a Subsidiary provided that (i) equity Investments in Foreign Subsidiaries to such -------- Subsidiary is a wholly owned Subsidiary (directly or indirectly) of the minimum extent required to comply with the local minimum capitalization requirements of foreign jurisdictions and Borrower; (ii) conversions of Intercompany Debt between any Loan Party such Subsidiary guarantees the Obligations under the Credit Agreement and Foreign Subsidiary into equity not to exceed, when taken together with all Investments outstanding other Credit Documents pursuant to a Guaranty Agreement in substantially the form of Exhibit I-1 hereto, (iii) such Subsidiary grants to ----------- the Administrative Agent (or the Collateral Agent) for the benefit of the Lenders a first priority security interest in all assets and properties of such Subsidiary (subject only to Permitted Liens) in accordance with Section 7.04(b)(iii), an aggregate amount equal 8.14 ------------ pursuant to a Security Agreement in substantially the form of Exhibit J hereto --------- or a Mortgage in form and substance satisfactory to the greater of (x) $50,000,000 Administrative Agent and (yiv) 10% the Capital Stock of Consolidated Total Assets;such Subsidiary is pledged to the Administrative Agent (or the Collateral Agent) for the benefit of the Lenders pursuant to a Pledge Agreement in substantially the form of Exhibit K hereto. All --------- instruments and documents evidencing such investments shall be pledged to the Administrative Agent promptly after the relevant Person's receipt thereof, shall be security for the Obligations, and shall be Collateral hereunder. (b) Acquire any assets or property of any other Person (other than a Credit Party) other than (i) equity investments owned as of the Closing Date in any Subsidiarypursuant to a Permitted Acquisition, (ii) Investments made after subject to Section 8.14, in the Closing Date by a Loan Party in any other Loan Party, ordinary course of business consistent with past ------------ practices and (iii) Investments made by any Loan Party in any Non-Guarantor Subsidiary not to exceed (at the time such Investment is made), when taken together with all conversions of Intercompany Debt made pursuant to Section 7.04(a)(ii), an aggregate amount equal to the greater of (x) $50,000,000 and (y) 10% of Consolidated Total Assets and (iv) Investments from a Non-Guarantor Subsidiary into another Non-Guarantor Subsidiary; (c) Investments (i) in any Equity Interests or other securities received in satisfaction or partial satisfaction thereof from financially troubled account debtors (whether in connection with a foreclosure, bankruptcy, workout, judgment or otherwise) and (ii) deposits, prepayments and other credits to suppliers made in the Ordinary Course of Business; (d) Consolidated Capital Expenditures; (e) loans and advances to employees, officers and directors of the Borrower and its Subsidiaries made in the Ordinary Course of Business and to the extent permitted by the Xxxxxxxx-Xxxxx Act of 2002, in an aggregate principal amount at any time outstanding not to exceed $10,000,000 in the aggregate; (f) Intercompany Debt permitted by Section 7.01; (g) Investments described in Schedule 7.04 to the Disclosure Letter; (h) the Borrower and its Subsidiaries may enter into and perform their respective obligations under (i) Hedging Agreements permitted hereunder and entered into in the Ordinary Course of Business and (ii) Permitted Call Spread Swap Agreements; (i) Investments consisting of extensions of credit in the nature of accounts receivable, prepaid royalties or expenses or notes receivable arising from the sale or lease of goods or services in the Ordinary Course of Business, or lease, utility, workers compensation, performance or similar deposits arising in the Ordinary Course of Business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary to prevent or limit loss; (j) guaranty and similar obligations permitted by Section 7.01; (k) commission, entertainment, relocation, payroll, travel, indemnity and similar advances to cover matters that are expected at the time of such advances ultimately to be treated as expenses for accounting purposes and that are made in the Ordinary Course of Business; (l) Investments acquired by the Borrower or any of its Subsidiaries (i) in exchange for any other Investments held by the Borrower or such Subsidiary in connection with or as a result of bankruptcy, workout, reorganization or recapitalization of the issuer of such Investment or (ii) as a result part of a foreclosure by the Borrower or any of its Subsidiaries with respect to any secured Investment or other transfer of title with respect to any secured Investment in default; (m) Investments representing the non-cash portion of the consideration received in connection with any issuance of Equity Interests by a Subsidiary of the Borrower to the Borrower or to another Subsidiary of the Borrower not prohibited hereunder; (n) equity Investments in Subsidiaries solely to the extent made to effect transactions permitted pursuant to Section 7.05(d) hereof; (o) Investments constituting or made in connection with Permitted Acquisitions, so long as (i) no Default or Event of Default exists or would result therefrom and (ii) after giving Pro Forma Effect thereto, the Borrower is in Pro Forma Compliance with the financial covenants set forth in Section 7.17; (p) Permitted Pool Transactions; (q) Investments of any Person that becomes a Subsidiary after the Closing Date, as long as such Investments were not made in contemplation of such Person becoming a Subsidiary and such Investments existed at the time that such Person became a Subsidiary, and the aggregate amount of all such Investments incurred pursuant to this clause (q) does not exceed $50,000,000 at any time; (r) Investments that consist of or result from any merger or consolidation permitted by Section 7.07; (s) cash and Cash Equivalents; provided that if such cash and Cash Equivalents are owned by a Loan Party, such cash and Cash Equivalents are subject to the Administrative Agent’s Lien and control to the extent required by the Security Documents, pursuant to documentation in form and substance reasonably satisfactory to the Administrative Agent; (t) Investments made in accordance with the Borrower’s investment policy, as approved by the Board of Directors of the Borrower (or a committee thereof) and as in effect from time to time; and (u) Investments, other than Investments by any Loan Party in any Non-Guarantor Subsidiary of the Borrower, in an aggregate amount not to exceed at any time outstanding $50,000,000; provided that in no event shall any Loan Party make any Investment which results in or facilitates in any manner any Distribution not otherwise permitted under the terms of Section 7.03. For purposes of determining compliance with the provisions of this Section 7.04, equity Investments made by the Borrower or any of its Subsidiaries (the “contributor”) in any Subsidiary that are effected pursuant to one or more equity contributions made contemporaneously or in prompt succession by the contributor and/or any of its Subsidiaries shall be deemed one Investment by the contributorCapital Expenditure.

Restricted Investments. Make The Company will not, and will not permit any Investmentof its Subsidiaries to, purchase, hold or acquire (including pursuant to any merger with any Person that was not a Wholly Owned Subsidiary prior to such merger), any common stock, evidence of Indebtedness or other securities (including any option, warrant, or other right to acquire any of the foregoing) of, make or permit to exist any loans or advances to, or make or permit to exist any investment or any other interest in, any other Person (all of the foregoing being collectively called “Investments”), or purchase or otherwise acquire (in one transaction or a series of transactions) any assets of any other Person that constitute a business unit, or create or form any Subsidiary, except: (a) (i) equity Investments in Foreign Subsidiaries to the minimum extent required to comply with the local minimum capitalization requirements of foreign jurisdictions and (ii) conversions of Intercompany Debt between any Loan Party and Foreign Subsidiary into equity not to exceed, when taken together with all Investments outstanding pursuant to Section 7.04(b)(iii), an aggregate amount equal to the greater of (x) $50,000,000 and (y) 10% of Consolidated Total AssetsPermitted Investments; (ib) equity investments owned as of the Closing Date in any Subsidiary, (ii) Investments made after the Closing Date by a Loan Party in any other Loan Party, (iii) Investments made by any Loan Party in any Non-Guarantor Subsidiary not to exceed (at the time such Investment is made), when taken together with all conversions of Intercompany Debt made pursuant to Section 7.04(a)(ii), an aggregate amount equal to the greater of (x) $50,000,000 and (y) 10% of Consolidated Total Assets and (iv) Investments from a Non-Guarantor Subsidiary into another Non-Guarantor SubsidiaryPermitted Acquisitions; (c) Investments (i) made by any Obligor in any Equity Interests or other securities received in satisfaction or partial satisfaction thereof from financially troubled account debtors (whether in connection with a foreclosure, bankruptcy, workout, judgment or otherwise) and (ii) deposits, prepayments and other credits to suppliers made in the Ordinary Course of BusinessObligor; (d) Consolidated Capital Expendituresloans in the ordinary course of business to officers, stockholders and directors provided that the aggregate amount of all such loans does not exceed $1,000,000 at any time; (e) (i) loans to franchise operators and advances to employees, officers and directors owners of the Borrower and its Subsidiaries made in the Ordinary Course of Business and franchises acquired or funded pursuant to the extent permitted by the Xxxxxxxx-Xxxxx Act SunTrust Loan Facility Agreement and (ii) other adequately secured and properly monitored loans to franchise operators and owners of 2002, franchises in an aggregate principal amount at any time outstanding, together with loans outstanding under clause (i) of this paragraph 6I(e), not to exceed $10,000,000 in the aggregateaggregate facility amounts available for borrowing by franchise operators that the Company is permitted to guarantee pursuant to paragraph 6E(f); (f) Intercompany Debt loans by the Company to Foreign Subsidiaries, provided that the amount of such loans together with the aggregate principal amount of Guarantees permitted by Section 7.01pursuant to paragraph 6E(h) hereof does not exceed $30,000,000 in the aggregate at any time; (g) Investments described (other than Permitted Investments) existing on the date hereof and set forth on Schedule 6I (including Investments in Schedule 7.04 to the Disclosure LetterSubsidiaries); (h) the Borrower and its Subsidiaries may enter into and perform their respective obligations under (i) Hedging Agreements permitted hereunder and entered into Other Investments not to exceed $25,000,000 in the Ordinary Course of Business and (ii) Permitted Call Spread Swap Agreements;aggregate at any time; and (i) Investments consisting in investment grade corporate bonds and variable rate demand notes having a rating of extensions of credit in BBB+ (or the nature of accounts receivableequivalent) or higher, prepaid royalties or expenses or notes receivable arising from the sale or lease of goods or services in the Ordinary Course of Business, or lease, utility, workers compensation, performance or similar deposits arising in the Ordinary Course of Business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary to prevent or limit loss; (j) guaranty and similar obligations permitted by Section 7.01; (k) commission, entertainment, relocation, payroll, travel, indemnity and similar advances to cover matters that are expected at the time of such advances ultimately to be treated as expenses for accounting purposes acquisition thereof, from S&P or Xxxxx’x Investors Service, Inc. and that are made in either case maturing within two years from the Ordinary Course date of Business; (l) Investments acquired by the Borrower or any of its Subsidiaries (i) in exchange for any other Investments held by the Borrower or such Subsidiary in connection with or as a result of bankruptcy, workout, reorganization or recapitalization of the issuer of such Investment or (ii) as a result of a foreclosure by the Borrower or any of its Subsidiaries with respect to any secured Investment or other transfer of title with respect to any secured Investment in default; (m) Investments representing the non-cash portion of the consideration received in connection with any issuance of Equity Interests by a Subsidiary of the Borrower to the Borrower or to another Subsidiary of the Borrower not prohibited hereunder; (n) equity Investments in Subsidiaries solely to the extent made to effect transactions permitted pursuant to Section 7.05(d) hereof; (o) Investments constituting or made in connection with Permitted Acquisitions, so long as (i) no Default or Event of Default exists or would result therefrom and (ii) after giving Pro Forma Effect thereto, the Borrower is in Pro Forma Compliance with the financial covenants set forth in Section 7.17; (p) Permitted Pool Transactions; (q) Investments of any Person that becomes a Subsidiary after the Closing Date, as long as such Investments were not made in contemplation of such Person becoming a Subsidiary and such Investments existed at the time that such Person became a Subsidiary, and the aggregate amount of all such Investments incurred pursuant to this clause (q) does not exceed $50,000,000 at any time; (r) Investments that consist of or result from any merger or consolidation permitted by Section 7.07; (s) cash and Cash Equivalents; provided that if such cash and Cash Equivalents are owned by a Loan Party, such cash and Cash Equivalents are subject to the Administrative Agent’s Lien and control to the extent required by the Security Documents, pursuant to documentation in form and substance reasonably satisfactory to the Administrative Agent; (t) Investments made in accordance with the Borrower’s investment policy, as approved by the Board of Directors of the Borrower (or a committee thereof) and as in effect from time to time; and (u) Investments, other than Investments by any Loan Party in any Non-Guarantor Subsidiary of the Borrower, acquisition thereof in an aggregate amount not to exceed $125,000,000 at any time outstanding $50,000,000; provided that in no event shall any Loan Party make any Investment which results in or facilitates in any manner any Distribution not otherwise permitted under the terms of Section 7.03. For purposes of determining compliance with the provisions of this Section 7.04, equity Investments made by the Borrower or any of its Subsidiaries (the “contributor”) in any Subsidiary that are effected pursuant to one or more equity contributions made contemporaneously or in prompt succession by the contributor and/or any of its Subsidiaries shall be deemed one Investment by the contributortime.

Restricted Investments. Make any Investment, except: (a) (i) equity additional Investments by Borrowers or Subsidiaries in Foreign Subsidiaries to the minimum extent required to comply with the local minimum capitalization requirements of foreign jurisdictions and (ii) conversions of Intercompany Debt between any Loan Party and Foreign Subsidiary into equity not to exceed, when taken together with all Investments outstanding pursuant to Section 7.04(b)(iii), an aggregate amount equal to the greater of (x) $50,000,000 and (y) 10% of Consolidated Total AssetsObligor; (ib) equity investments owned as of the Closing Date additional Investments by Subsidiaries that are not Obligors in any Subsidiary, (ii) Investments made after the Closing Date by a Loan Party in any other Loan Party, (iii) Investments made by any Loan Party in any Non-Guarantor Subsidiary Subsidiaries that are not to exceed (at the time such Investment is made), when taken together with all conversions of Intercompany Debt made pursuant to Section 7.04(a)(ii), an aggregate amount equal to the greater of (x) $50,000,000 and (y) 10% of Consolidated Total Assets and (iv) Investments from a Non-Guarantor Subsidiary into another Non-Guarantor SubsidiaryObligors; (c) Cash Equivalents that are subject to Agent’s Lien and control, pursuant to documentation in form and substance satisfactory to Agent; (d) loans and advances permitted under Section 10.2.7; (e) Investments by Obligors in joint ventures or Subsidiaries that are not Borrowers in an amount (ior value) not to exceed $25,000,000 in the aggregate at any Equity Interests time; (f) guarantees permitted by Section 10.2.1(f); (g) Investments in Hedging Agreements permitted by Section 10.2.15; (h) stock, obligations or other securities received in satisfaction or partial satisfaction thereof from financially troubled account debtors (whether in connection with a foreclosure, bankruptcy, workout, judgment or otherwise) and (ii) deposits, prepayments and other credits to suppliers made in the Ordinary Course settlement of Business; (d) Consolidated Capital Expenditures; (e) loans and advances to employees, officers and directors of the Borrower and its Subsidiaries made debts created in the Ordinary Course of Business and owing to the extent permitted by the Xxxxxxxx-Xxxxx Act a Borrower or Subsidiary or in satisfaction of 2002, in an aggregate principal amount at any time outstanding not to exceed $10,000,000 in the aggregate; (f) Intercompany Debt permitted by Section 7.01; (g) Investments described in Schedule 7.04 to the Disclosure Letter; (h) the Borrower and its Subsidiaries may enter into and perform their respective obligations under (i) Hedging Agreements permitted hereunder and entered into in the Ordinary Course of Business and (ii) Permitted Call Spread Swap Agreementsjudgments; (i) Investments consisting of extensions of credit in the nature of accounts receivable, prepaid royalties or expenses or notes receivable arising from the sale or lease of goods or services in the Ordinary Course of Business, or lease, utility, workers compensation, performance or similar deposits arising in the Ordinary Course of Business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary to prevent or limit loss; (j) guaranty and similar obligations permitted by Section 7.01; (k) commission, entertainment, relocation, payroll, travel, indemnity and similar advances to cover matters that are expected at the time of such advances ultimately to be treated as expenses for accounting purposes and that are made in the Ordinary Course of Business; (l) Investments acquired by the Borrower or any of its Subsidiaries (i) in exchange for any other Investments held by the Borrower or such Subsidiary in connection with or as a result of bankruptcy, workout, reorganization or recapitalization of the issuer of such Investment or (ii) as a result of a foreclosure by the Borrower or any of its Subsidiaries with respect to any secured Investment or other transfer of title with respect to any secured Investment in default; (m) Investments representing the non-cash portion of the consideration received in connection with any issuance of Equity Interests by a Subsidiary of the Borrower to the Borrower or to another Subsidiary of the Borrower not prohibited hereunderPermitted Asset Disposition; (nj) equity Investments set forth on Schedule 10.2.5; and (k) the purchase or other acquisition of all the Capital Stocks in Subsidiaries solely any Person or all or any substantial portion of the Property of any Person, or any line or lines of business or division of any Person that, upon the consummation thereof, will be wholly owned directly by a Borrower or a Subsidiary (including as a result of a merger or consolidation); provided, that with respect to each purchase or other acquisition made pursuant to the extent made to effect transactions permitted terms hereunder: (i) any such newly-created or acquired Subsidiary shall become a Guarantor (if not a Foreign Subsidiary) pursuant to Section 7.05(d) hereof10.1.9; (oii) Investments constituting the lines of business of the Person to be (or made the property of which is to be) so purchased or otherwise acquired shall be substantially the same lines of business as one or more of the principal businesses of Borrowers and its Subsidiaries in the Ordinary Course of Business; (iii) such purchase or other acquisition shall not include or result in any Contingent Obligations that could reasonably be expected to be material to the business, financial condition, operations or prospects of Borrowers and its Subsidiaries, taken as a whole (as determined in good faith by the board of directors (or the persons performing similar functions) of Borrowers or such Subsidiary if the board of directors is otherwise approving such transaction and, in each other case, by a Senior Officer of Borrower Agent); (iv) the total cash and non-cash consideration (including all Debt incurred in connection with Permitted Acquisitionssuch Investment, so long all indemnities, earnouts and other contingent payment obligations to, and the aggregate amounts paid or to be paid under non-compete, consulting and other affiliated agreements with, the sellers thereof, but excluding therefrom the value of any Capital Stocks of Parent issued or transferred to the sellers thereof), when aggregated with the total cash and non-cash consideration (calculated as set forth in the parenthetical above) paid by or on behalf of Borrowers and its Subsidiaries for all other purchases and other acquisitions made by Borrowers and its Subsidiaries pursuant to the terms hereunder shall not exceed $150,000,000 in the aggregate; (iA) immediately before and immediately after giving pro forma effect to any such purchase or other acquisition, no Default or Event of Default exists or would result therefrom shall have occurred and be continuing and (iiB) immediately after giving Pro Forma Effect theretoeffect to such purchase or other acquisition, the Borrower is Parent shall be in Pro Forma Compliance pro forma compliance with the financial covenants covenant set forth in Section 7.1710.3, such compliance to be determined on the basis of the financial information most recently delivered to Agent and Lenders pursuant to Sections 10.1.2(a), 10.1.2(b), and 10.1.2(c) as though such purchase or other acquisition had been consummated as of the first day of the fiscal period covered thereby; (pvi) Permitted Pool Transactions; (q) Investments of any Person that becomes a Subsidiary after the Closing DateBorrower Agent shall have delivered to Agent and each Lender, as long as such Investments were not made in contemplation of such Person becoming a Subsidiary and such Investments existed at the time that such Person became a Subsidiary, and the aggregate amount of all such Investments incurred pursuant to this clause (q) does not exceed $50,000,000 at any time; (r) Investments that consist of or result from any merger or consolidation permitted by Section 7.07; (s) cash and Cash Equivalents; provided that if such cash and Cash Equivalents are owned by a Loan Party, such cash and Cash Equivalents are subject least five Business Days prior to the Administrative date on which any such purchase or other acquisition is to be consummated, a certificate of a Senior Officer of Borrower Agent’s Lien and control to the extent required by the Security Documents, pursuant to documentation in form and substance reasonably satisfactory to Agent and Required Lenders, certifying that all of the Administrative Agentrequirements set forth hereunder for such purchase or acquisition have been satisfied or will be satisfied on or prior to the consummation of such purchase or other acquisition; (tvii) Investments made unless otherwise consented to by Lenders, immediately before and after consummating each such acquisition, Availability plus Qualified Cash shall be in accordance with the Borrower’s investment policy, as approved by the Board of Directors of the Borrower (or a committee thereof) and as in effect from time to timean amount not less than $100,000,000; and (uviii) Investments, other than Investments by any Loan Party Spansion determines in any Non-Guarantor Subsidiary good faith that such acquisition is in the best interests of Spansion and is not materially disadvantageous to the Borrower, in an aggregate amount not to exceed at any time outstanding $50,000,000; provided that in no event shall any Loan Party make any Investment which results in or facilitates in any manner any Distribution not otherwise permitted under the terms of Section 7.03. For purposes of determining compliance with the provisions of this Section 7.04, equity Investments made by the Borrower or any of its Subsidiaries (the “contributor”) in any Subsidiary that are effected pursuant to one or more equity contributions made contemporaneously or in prompt succession by the contributor and/or any of its Subsidiaries shall be deemed one Investment by the contributorLenders.

Restricted Investments. Make any Investment, except: (a) Subject to clause (b) below, make or permit to exist any loans or advances to or any other investment in any Person (including any equity holders of the Borrower or of any of its Affiliates), except investments in (1) interest-bearing United States Government obligations, (2) certificates of deposit issued by or time deposits with any commercial bank organized and existing under the laws of the United States or any state thereof having capital and surplus of not less than $25,000,000, (3) prime commercial paper rated AAA by Standard and Poor’s or Prime P-1 by Xxxxx’x Investor Service, Inc., (4) agreements involving the sale and guaranteed repurchase of United States Government securities, or (5) a Subsidiary provided that (i) equity Investments in Foreign Subsidiaries to such Subsidiary is a wholly owned Subsidiary (directly or indirectly) of the minimum extent required to comply with the local minimum capitalization requirements of foreign jurisdictions and Borrower; (ii) conversions of Intercompany Debt between any Loan Party such Subsidiary guarantees the Obligations under the Credit Agreement and Foreign Subsidiary into equity not to exceed, when taken together with all Investments outstanding other Credit Documents pursuant to Section 7.04(b)(iii), an aggregate amount equal to a Guaranty Agreement in substantially the greater form of (x) $50,000,000 and (y) 10% of Consolidated Total Assets; (i) equity investments owned as of the Closing Date in any Subsidiary, (ii) Investments made after the Closing Date by a Loan Party in any other Loan PartyExhibit I hereto, (iii) Investments made by any Loan Party such Subsidiary grants to the Administrative Agent for the benefit of the Lenders a first priority security interest in any Non-Guarantor all assets and properties of such Subsidiary not (subject only to exceed (at the time such Investment is made), when taken together Permitted Liens) in accordance with all conversions of Intercompany Debt made Section 8.14 pursuant to Section 7.04(a)(ii), an aggregate amount equal a Security Agreement or a Mortgage in form and substance reasonably satisfactory to the greater of (x) $50,000,000 and (y) 10% of Consolidated Total Assets Administrative Agent and (iv) Investments from a Non-Guarantor Subsidiary into another Non-Guarantor Subsidiary; (c) Investments (i) in any Equity Interests or other securities received in satisfaction or partial satisfaction thereof from financially troubled account debtors (whether in connection with a foreclosure, bankruptcy, workout, judgment or otherwise) and (ii) deposits, prepayments and other credits to suppliers made in the Ordinary Course of Business; (d) Consolidated Capital Expenditures; (e) loans and advances to employees, officers and directors of the Borrower and its Subsidiaries made in the Ordinary Course of Business and to the extent permitted by the Xxxxxxxx-Xxxxx Act of 2002, in an aggregate principal amount at any time outstanding not to exceed $10,000,000 in the aggregate; (f) Intercompany Debt permitted by Section 7.01; (g) Investments described in Schedule 7.04 to the Disclosure Letter; (h) the Borrower and its Subsidiaries may enter into and perform their respective obligations under (i) Hedging Agreements permitted hereunder and entered into in the Ordinary Course of Business and (ii) Permitted Call Spread Swap Agreements; (i) Investments consisting of extensions of credit in the nature of accounts receivable, prepaid royalties or expenses or notes receivable arising from the sale or lease of goods or services in the Ordinary Course of Business, or lease, utility, workers compensation, performance or similar deposits arising in the Ordinary Course of Business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary to prevent or limit loss; (j) guaranty and similar obligations permitted by Section 7.01; (k) commission, entertainment, relocation, payroll, travel, indemnity and similar advances to cover matters that are expected at the time Stock of such advances ultimately to be treated as expenses for accounting purposes and that are made in the Ordinary Course of Business; (l) Investments acquired by the Borrower or any of its Subsidiaries (i) in exchange for any other Investments held by the Borrower or such Subsidiary in connection with or as a result of bankruptcy, workout, reorganization or recapitalization of the issuer of such Investment or (ii) as a result of a foreclosure by the Borrower or any of its Subsidiaries with respect to any secured Investment or other transfer of title with respect to any secured Investment in default; (m) Investments representing the non-cash portion of the consideration received in connection with any issuance of Equity Interests by a Subsidiary of the Borrower to the Borrower or to another Subsidiary of the Borrower not prohibited hereunder; (n) equity Investments in Subsidiaries solely to the extent made to effect transactions permitted pursuant to Section 7.05(d) hereof; (o) Investments constituting or made in connection with Permitted Acquisitions, so long as (i) no Default or Event of Default exists or would result therefrom and (ii) after giving Pro Forma Effect thereto, the Borrower is in Pro Forma Compliance with the financial covenants set forth in Section 7.17; (p) Permitted Pool Transactions; (q) Investments of any Person that becomes a Subsidiary after the Closing Date, as long as such Investments were not made in contemplation of such Person becoming a Subsidiary and such Investments existed at the time that such Person became a Subsidiary, and the aggregate amount of all such Investments incurred pursuant to this clause (q) does not exceed $50,000,000 at any time; (r) Investments that consist of or result from any merger or consolidation permitted by Section 7.07; (s) cash and Cash Equivalents; provided that if such cash and Cash Equivalents are owned by a Loan Party, such cash and Cash Equivalents are subject pledged to the Administrative Agent’s Lien and control to Agent for the extent required by benefit of the Security Documents, Lenders pursuant to documentation a Pledge Agreement in form and substance reasonably satisfactory to the Administrative Agent;. All instruments and documents evidencing such investments shall be pledged to the Administrative Agent promptly after the relevant Person’s receipt thereof, shall be security for the Obligations, and shall be Collateral hereunder. (tb) Investments made in accordance with the Borrower’s investment policy, as approved by the Board Acquire any assets or property of Directors of the Borrower any other Person (or a committee thereof) and as in effect from time to time; and (u) Investments, other than Investments by any Loan Party in any Non-Guarantor Subsidiary of the Borrowera Credit Party) other than (i) pursuant to a Permitted Acquisition, (ii) subject to Section 8.14, in an aggregate amount not to exceed at any time outstanding $50,000,000; provided that in no event shall any Loan Party make any Investment which results in or facilitates in any manner any Distribution not otherwise permitted under the terms ordinary course of Section 7.03. For purposes business consistent with past practices and (iii) as part of determining compliance with the provisions of this Section 7.04, equity Investments made by the Borrower or any of its Subsidiaries (the “contributor”) in any Subsidiary that are effected pursuant to one or more equity contributions made contemporaneously or in prompt succession by the contributor and/or any of its Subsidiaries shall be deemed one Investment by the contributora Capital Expenditure.

Restricted Investments. Make Neither USANi, the Borrower nor any InvestmentGuarantor will, exceptnor will any of them permit any of their respective subsidiaries to, make any Investments, except for: (a) (i) equity Investments in Foreign Subsidiaries to any Wholly Owned Subsidiary that is a Guarantor, which Guarantor exists as of the minimum extent required to comply with the local minimum capitalization requirements of foreign jurisdictions Effective Date and is identified on Schedule 5.19 and (ii) conversions Investments in any other Wholly Owned Subsidiary that is a Guarantor created or acquired after the Effective Date to be solely engaged in a Core Business; provided that the aggregate principal amount of Intercompany Debt such Investments referred to in this paragraph (a)(ii) together with Investments referred to in paragraphs (e) and (g)(ii) below shall not exceed $125,000,000; (b) loans or advances between any Loan Party of USANi, the Borrower and Foreign any Wholly Owned Subsidiary into equity not that is a Guarantor or loans or advances made by the Borrower to exceedTicketmaster, when taken together with all Investments outstanding pursuant to Section 7.04(b)(iii), provided that any such loans or advances shall be evidenced by an aggregate amount equal Intercompany Note duly and validly pledged under the Pledge Agreement to the greater Collateral Agent for the ratable benefit of (x) $50,000,000 and (y) 10% of Consolidated Total Assetsthe Secured Parties; (i) equity investments owned as the Guarantee by the Borrower of Indebtedness of an SF Broadcasting Company incurred to finance improvements on a property in Hawaii and secured by a mortgage on such property and improvements and (ii) other Guarantees by the Closing Date Borrower of Indebtedness of any SF Broadcasting Company in any Subsidiaryan aggregate amount not to exceed $20,000,000; (d) Investments in (i) commercial paper rated A-1 or the equivalent thereof by S&P or P-1 or the equivalent thereof by Moody's and in each case maturing within six months after the date of acquisition thereof, (ii) debt securities issued by any corporation incorporated in the United States of America or any state thereof that has a short-term credit rating of at least A-1 or the equivalent thereof by S&P or P-1 or the equivalent thereof by Moody's and in each case maturing within six months after the date of acquisition thereof, (iii) eurodollar time deposits, certificates of deposit and bankers' acceptance with maturities of six months or less from the date of acquisition, and overnight bank deposits, in each case, with any Lender or with any domestic commercial bank having capital and surplus in excess of $100,000,000, (iv) tax exempt securities rated MIG1 or the equivalent thereof by Moody's with maturities of six months or less from the date of acquisition, (v) securities issued or fully guaranteed or insured by the United States Government or any agency or instrumentality thereof having maturities of not more than six months from the date of acquisition and (vi) Hedging Agreements entered into for bona fide hedging purposes and not for speculation; and (e) Investments made after the Closing Date by a Loan Party date hereof in any joint venture, partnership or any other Loan Partyentity solely engaged or to be solely engaged in a Core Business, (iii) Investments made by any Loan Party or in any Non-Guarantor Subsidiary not to exceed (at the time such Investment is made), when taken together with all conversions of Intercompany Debt made pursuant to Section 7.04(a)(ii), an aggregate amount equal to the greater of (x) $50,000,000 and (y) 10% of Consolidated Total Assets and (iv) Investments from a Non-Guarantor Subsidiary into another Non-Guarantor Subsidiary; (c) Investments (i) in any Equity Interests or other securities received in satisfaction or partial satisfaction thereof from financially troubled account debtors (whether in connection with a foreclosure, bankruptcy, workout, judgment or otherwise) and (ii) deposits, prepayments and other credits to suppliers made in the Ordinary Course of Business; (d) Consolidated Capital Expenditures; (e) loans and advances to employees, officers and directors of the Borrower and its Subsidiaries made in the Ordinary Course of Business and to the extent permitted by the Xxxxxxxx-Xxxxx Act of 2002SF Broadcasting Company, in an aggregate principal amount at any time outstanding for all such Investments (together with Investments referred to in paragraphs (a)(ii) above and (g)(ii) below) not to in excess of $125,000,000 (provided that Investments made in the SF Broadcasting Companies under this paragraph (e) (other than as a result of a Guarantee under paragraph (c) above being drawn upon) shall not exceed $10,000,000 in the aggregate20,000,000); (f) Intercompany Debt permitted a loan by Section 7.01; (g) Investments described in Schedule 7.04 to the Disclosure Letter; (h) the Borrower to Savoy Stations, Inc. in an aggregate principal amount not to exceed $70,000,000 that is guaranteed by, and its Subsidiaries may enter into and perform their respective obligations under secured by a pledge of all the equity interests in, each of the SF Broadcasting Companies that is or owns an operating subsidiary, provided that (i) Hedging Agreements permitted hereunder the commitments under the SFB Credit Agreement shall have been terminated, all loans and entered into letters of credit thereunder shall have been repaid or terminated in the Ordinary Course of Business full, all accrued interest, fees and other amounts payable thereunder shall have been paid in full and all Liens on collateral thereunder shall have been released and (ii) Permitted Call Spread Swap Agreementsthe documentation for such loan shall require that all net proceeds (determined on the same basis as Net Proceeds) of any sale of Savoy Stations, Inc. or any asset of Savoy Stations, Inc. or any of its subsidiaries shall be required to be paid to the Borrower to be applied as a prepayment of such loan; (i) Investments consisting in international operations of extensions subsidiaries or joint ventures of credit in the nature of accounts receivable, prepaid royalties or expenses or notes receivable arising from the sale or lease of goods or services in the Ordinary Course of Business, or lease, utility, workers compensation, performance or similar deposits arising in the Ordinary Course of Business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary to prevent or limit loss; (j) guaranty and similar obligations permitted by Section 7.01; (k) commission, entertainment, relocation, payroll, travel, indemnity and similar advances to cover matters that are expected at the time of such advances ultimately Borrower required to be treated as expenses for accounting purposes made under agreements existing on the date of this Agreement and described in Schedule 5.19 in an aggregate amount not to exceed $50,000,000 and (ii) international Investments in a Core Business in an aggregate amount (together with Investments referred to in paragraphs (a)(ii) and (e) above) not to exceed $125,000,000 (provided that are no Investments shall be made in the Ordinary Course of Business;SF Broadcasting Companies under this paragraph (g)); and (lh) Investments acquired by made after the Borrower or Effective Date in any Subsidiary that is not a Guarantor in an aggregate amount (together with the aggregate amount of its Subsidiaries dispositions made under Section 5.17(c)(iv) and Indebtedness outstanding under Section 5.07(m)) not to exceed $20,000,000. Each Investment made under paragraph (ia), (e), (f) in exchange for any other Investments held by the Borrower or such Subsidiary in connection with or as a result of bankruptcy, workout, reorganization or recapitalization of the issuer of such Investment or (iig) as a result of a foreclosure by the Borrower or any of its Subsidiaries with respect to any secured Investment or other transfer of title with respect to any secured Investment in default; (m) Investments representing the non-cash portion of the consideration received in connection with any issuance of Equity Interests by a Subsidiary of the Borrower is subject to the Borrower or to another Subsidiary of the Borrower not prohibited hereunder;following conditions: (n) equity Investments in Subsidiaries solely to the extent made to effect transactions permitted pursuant to Section 7.05(d) hereof; (o) Investments constituting or made in connection with Permitted Acquisitions, so long as (i) no Default or Event of Default exists or would result therefrom having occurred and (ii) after giving Pro Forma Effect theretobe continuing, the Borrower is in Pro Forma Compliance with the financial covenants set forth in Section 7.17; (p) Permitted Pool Transactions; (q) Investments of any Person that becomes a Subsidiary both before and immediately after the Closing Date, as long as such Investments were not made in contemplation making of such Person becoming a Subsidiary and such Investments existed at the time that such Person became a Subsidiary, and the aggregate amount of all such Investments incurred pursuant to this clause (q) does not exceed $50,000,000 at any time; (r) Investments that consist of or result from any merger or consolidation permitted by Section 7.07; (s) cash and Cash Equivalents; provided that if such cash and Cash Equivalents are owned by a Loan Party, such cash and Cash Equivalents are subject to the Administrative Agent’s Lien and control to the extent required by the Security Documents, pursuant to documentation in form and substance reasonably satisfactory to the Administrative Agent; (t) Investments made in accordance with the Borrower’s investment policy, as approved by the Board of Directors of the Borrower (or a committee thereof) and as in effect from time to timeInvestment; and (uii) Investmentsthe Credit Parties being in compliance with Sections 5.11, other than Investments by 5.12, 5.13, 5.14, 5.16, 5.17, 5.18, 5.19, 5.20 and 5.25 both before and immediately after the making of such Investment on an Historical and Pro Forma Basis. It is understood and agreed that any Loan Party in any Non-Guarantor Subsidiary of the Borrower, in acquisitions made pursuant to Section 5.20 will not constitute an aggregate amount not to exceed at any time outstanding $50,000,000; provided that in no event shall any Loan Party make any Investment which results in or facilitates in any manner any Distribution not otherwise permitted under the terms of Section 7.03. For for purposes of determining compliance with this Section. Notwithstanding anything in this Section to the provisions contrary, it is understood that if any Guarantee permitted by paragraph (c) of this Section 7.04, equity Investments made by the Borrower or any of its Subsidiaries (the “contributor”) in any Subsidiary that are effected pursuant to one or more equity contributions made contemporaneously or in prompt succession by the contributor and/or any of its Subsidiaries shall be deemed one Investment by drawn upon and remain unreimbursed, such unreimbursed amount shall be counted toward the contributoraggregate $125,000,000 limit applicable to paragraphs (a)(ii), (e) and (g)(ii) of this Section.

Restricted Investments. Make any Restricted Investment, except: (a) (i) equity Investments investments in Foreign Subsidiaries to the minimum extent required to comply with the local minimum capitalization requirements of foreign jurisdictions and jurisdictions, (ii) conversions of Intercompany Debt existing on the Closing Date into equity, and (iii) and conversions of Intercompany Debt incurred after the Closing Date between any Loan Party Obligor and Foreign Subsidiary into equity not to exceed, when taken together with all Investments outstanding pursuant to Section 7.04(b)(iii), an aggregate amount equal to exceed the greater Dollar Equivalent of (x) $50,000,000 and (y) 10% of Consolidated Total Assetsin the aggregate; (i) equity investments Investments owned as of the Closing Date in any Subsidiary, (ii) Investments made after the Closing Date by a Loan Party an Obligor in any other Loan PartyObligor, (iii) Investments made after the Closing Date (but exclusive of any conversions of Debt into equity) by any Loan Party Obligor in any Non-Guarantor Foreign Subsidiary in an amount not to exceed (at in excess of the time such Investment is made), when taken together with all conversions Dollar Equivalent of Intercompany Debt made pursuant to Section 7.04(a)(ii), an aggregate amount equal to the greater of (x) $50,000,000 and (y) 10% of Consolidated Total Assets and (iv) Investments from a Non-Guarantor Foreign Subsidiary into another Non-Guarantor Foreign Subsidiary; (c) c. Investments (i) in any Equity Interests or other securities received in satisfaction or partial satisfaction thereof from financially troubled account debtors (whether in connection with a foreclosure, bankruptcy, workout, judgment workout or otherwise) and (ii) deposits, prepayments and other credits to suppliers made in the Ordinary Course of Business; (d) d. Consolidated Capital Expenditures; (e) e. loans and advances to employees, officers and directors employees of the Borrower Sanmina and its Subsidiaries made in the Ordinary Course of Business and to the extent permitted by the Xxxxxxxx-Xxxxx Act of 2002, in an aggregate principal amount at any time outstanding not to exceed the Dollar Equivalent of $10,000,000 in the aggregate; (f) f. Intercompany Debt permitted by Section 7.0110.2.1; (g) g. Investments described in Schedule 7.04 10.2.4 to the Disclosure Letter; (h) the Borrower h. Sanmina and its Subsidiaries may enter into and perform their respective obligations under (i) Hedging Agreements permitted hereunder and entered into in the Ordinary Course of Business and (ii) Permitted Call Spread Swap Agreementsconsistent with past practices; (i) i. Investments consisting of extensions of credit in the nature of accounts receivable, prepaid royalties or expenses or notes receivable arising from the sale or lease of goods or services in the Ordinary Course of BusinessBusiness consistent with past practices, or lease, utility, workers compensation, performance or similar deposits arising in the Ordinary Course of BusinessBusiness consistent with past practices, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary to prevent or limit loss; (j) j. guaranty and similar obligations permitted by Section 7.0110.2.1; (k) k. commission, entertainment, relocation, payroll, travel, indemnity and similar advances to cover matters that are expected at the time of such advances ultimately to be treated as expenses for accounting purposes and that are made in the Ordinary Course ordinary course of Businessbusiness; (l) l. Investments acquired by the Borrower Sanmina or any of its Subsidiaries (i) in exchange for any other Investments held by the Borrower Sanmina or such Subsidiary in connection with or as a result of bankruptcy, workout, reorganization or recapitalization of the issuer of such Investment or (ii) as a result of a foreclosure by the Borrower Sanmina or any of its Subsidiaries with respect to any secured Investment or other transfer of title with respect to any secured Investment in default; (m) m. Investments representing the non-cash portion of the consideration received in connection with any issuance of Equity Interests by a Subsidiary of the Borrower Sanmina to the Borrower Sanmina or to another Subsidiary of the Borrower Sanmina not prohibited hereunder; (n) ; n. equity Investments in Subsidiaries solely to the extent made to effect transactions permitted pursuant to Section 7.05(d10.2.5(d) hereof; (o) Investments constituting or made in connection with Permitted Acquisitions, so long as (i) no Default or Event of Default exists or would result therefrom and (ii) after giving Pro Forma Effect thereto, the Borrower is in Pro Forma Compliance with the financial covenants set forth in Section 7.17; (p) Permitted Pool Transactions; (q) Investments of any Person that becomes a Subsidiary after the Closing Date, as long as such Investments were not made in contemplation of such Person becoming a Subsidiary and such Investments existed at the time that such Person became a Subsidiary, and the aggregate amount of all such Investments incurred pursuant to this clause (q) does not exceed $50,000,000 at any time; (r) Investments that consist of or result from any merger or consolidation permitted by Section 7.07; (s) cash and Cash Equivalents; provided that if such cash and Cash Equivalents are owned by a Loan Party, such cash and Cash Equivalents are subject to the Administrative Agent’s Lien and control to the extent required by the Security Documents, pursuant to documentation in form and substance reasonably satisfactory to the Administrative Agent; (t) Investments made in accordance with the Borrower’s investment policy, as approved by the Board of Directors of the Borrower (or a committee thereof) and as in effect from time to time; and (u) Investments, other than Investments by any Loan Party in any Non-Guarantor Subsidiary of the Borrower, in an aggregate amount not to exceed at any time outstanding $50,000,000; provided that in no event shall any Loan Party make any Investment which results in or facilitates in any manner any Distribution not otherwise permitted under the terms of Section 7.03. For purposes of determining compliance with the provisions of this Section 7.04, equity Investments made by the Borrower or any of its Subsidiaries (the “contributor”) in any Subsidiary that are effected pursuant to one or more equity contributions made contemporaneously or in prompt succession by the contributor and/or any of its Subsidiaries shall be deemed one Investment by the contributor.

Restricted Investments. Make Except as otherwise permitted in SECTIONS 6.2, 6.3, 6.5 and 6.8, directly or indirectly, purchase, own, invest in or otherwise acquire any Investmentcapital stock, exceptevidence of indebtedness or other obligation or security or any Interest whatsoever in any other Person, or make or permit to exist any loans, advances or extensions of credit to, or any investment in cash or by delivery of property in, any other Person, or become a partner or joint venturer in any partnership or joint venture, or consummate an Acquisition, or make a commitment or otherwise agree to do any of the foregoing, other than: (a) (i) equity Investments in Foreign Subsidiaries to the minimum extent required to comply with the local minimum capitalization requirements of foreign jurisdictions and (ii) conversions of Intercompany Debt between any Loan Party and Foreign Subsidiary into equity not to exceed, when taken together with all Investments outstanding pursuant to Section 7.04(b)(iii), an aggregate amount equal to the greater of (x) $50,000,000 and (y) 10% of Consolidated Total AssetsCash Investments; (ib) equity investments owned as loans and advances to employees for reasonable travel, moving and business expenses incurred in the ordinary course of the Closing Date in any Subsidiary, (ii) Investments made after the Closing Date by a Loan Party in any other Loan Party, (iii) Investments made by any Loan Party in any Non-Guarantor Subsidiary not to exceed (at the time such Investment is made), when taken together with all conversions of Intercompany Debt made pursuant to Section 7.04(a)(ii), an aggregate amount equal to the greater of (x) $50,000,000 and (y) 10% of Consolidated Total Assets and (iv) Investments from a Non-Guarantor Subsidiary into another Non-Guarantor Subsidiarybusiness; (c) Investments (i) in any Equity Interests or other securities received in satisfaction or partial satisfaction thereof from financially troubled account debtors (whether in connection with a foreclosure, bankruptcy, workout, judgment or otherwise) and (ii) deposits, prepayments and other credits Accounts owing to suppliers made in the Ordinary Course of Business; (d) Consolidated Capital Expenditures; (e) loans and advances to employees, officers and directors of the Borrower and its Subsidiaries made in the Ordinary Course of Business and to the extent permitted by the Xxxxxxxx-Xxxxx Act of 2002, in an aggregate principal amount at any time outstanding not to exceed $10,000,000 in the aggregate; (f) Intercompany Debt permitted by Section 7.01; (g) Investments described in Schedule 7.04 to the Disclosure Letter; (h) the Borrower and its Subsidiaries may enter into and perform their respective obligations under (i) Hedging Agreements permitted hereunder and entered into in the Ordinary Course of Business and (ii) Permitted Call Spread Swap Agreements; (i) Investments consisting of extensions of credit in the nature of accounts receivable, prepaid royalties or expenses or notes receivable arising from the sale or lease of goods or services in the Ordinary Course of Business, or lease, utility, workers compensation, performance or similar deposits arising in the Ordinary Course of Business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary to prevent or limit loss; (j) guaranty and similar obligations permitted by Section 7.01; (k) commission, entertainment, relocation, payroll, travel, indemnity and similar advances to cover matters that are expected at the time of such advances ultimately to be treated as expenses for accounting purposes and that are made in the Ordinary Course of Business; (l) Investments acquired by the Borrower or any of its Subsidiaries created in the ordinary course of business and payable in accordance with customary terms prevailing in the industry; (d) prepaid expenses incurred in the ordinary course of business; (e) loans, advances, or extensions of credit to, guaranties of and investments existing as of the Amendment Effective Date in corporations, partnerships and other Persons as of the Amendment Effective Date as set forth on SCHEDULE 6.7; (f) investments in Subsidiaries and Permitted Acquisitions made in accordance with terms of this Agreement, including SECTIONS 5.11 and 5.12; provided that investments in Permitted Joint Ventures shall satisfy the requirements of clause (m) below; (g) investments by the Borrower under any Swap Agreement relating to the Debt incurred under this Agreement; provided that the notional amount of all such Swap Agreements at any time shall not exceed the aggregate amount of the Commitments at such time; (h) physician loans, guaranties and similar obligations incurred in connection with the recruitment of physicians in the ordinary course of business and customary for hospitals similar to those operated by the Borrower and its Subsidiaries; (i) in exchange for any other Investments held by the Borrower loans or such Subsidiary in connection with or as a result of bankruptcy, workout, reorganization or recapitalization of the issuer of such Investment or (ii) as a result of a foreclosure by the Borrower or any of its Subsidiaries with respect to any secured Investment or other transfer of title with respect to any secured Investment in default; (m) Investments representing the non-cash portion of the consideration received in connection with any issuance of Equity Interests by advances from a Subsidiary of the Borrower to the Borrower or to another Subsidiary of that is a Guarantor (other than a Permitted Joint Venture) or from the Borrower to a Subsidiary that is a Guarantor (other than a Permitted Joint Venture) so long as the requirements of SECTION 5.10(a) and SECTION 6.2(V) are satisfied; (j) loans, advances and extensions of credit acquired in connection with a disposition of assets permitted by SECTION 6.5 hereof; (k) notes and other investments received in connection with bankruptcy in settlement of claims; (l) temporary or overnight investments and any other investment products sold to the Borrower by any Lender or any Affiliate thereof; (m) investments in Permitted Joint Ventures that, when aggregated with unsecured intercompany Debt of Permitted Joint Ventures permitted under SECTION 6.2(V) and dispositions of assets to Permitted Joint Ventures permitted under SECTION 6.5(V), shall not prohibited hereunder;exceed $5,000,000 (excluding dispositions of assets by PHC-Belle Glade, Inc. to a Permitted Joint Venture in connection with its reorganization into such Permitted Joint Venture, Acquisition Amounts incurred in connection with Permitted Acquisitions and other amounts consented to by the Required Lenders in writing); and (n) equity Investments any other investments which are not described in Subsidiaries solely to the extent made to effect transactions permitted pursuant to Section 7.05(dclauses (a) hereof; through (om) Investments constituting or made above (but excluding investments in connection with Permitted AcquisitionsJoint Ventures), so long as (i) no Default or Event of Default exists or would result therefrom and (ii) after giving Pro Forma Effect thereto, the Borrower is in Pro Forma Compliance with the financial covenants set forth in Section 7.17; (p) Permitted Pool Transactions; (q) Investments of any Person that becomes a Subsidiary after the Closing Date, as long as such Investments were not made in contemplation of such Person becoming a Subsidiary and such Investments existed at the time that such Person became a Subsidiary, and the aggregate amount of all such Investments incurred pursuant to this clause (q) does not exceed $50,000,000 at any time; (r) Investments that consist of or result from any merger or consolidation permitted by Section 7.07; (s) cash and Cash Equivalents; provided that if such cash and Cash Equivalents are owned by a Loan Party, such cash and Cash Equivalents are subject to the Administrative Agent’s Lien and control to the extent required by the Security Documents, pursuant to documentation in form and substance reasonably satisfactory to the Administrative Agent; (t) Investments made in accordance with the Borrower’s investment policy, as approved by the Board of Directors of the Borrower (or a committee thereof) and as in effect from time to time; and (u) Investments, other than Investments by any Loan Party in any Non-Guarantor Subsidiary of the Borrower, in an aggregate amount not to exceed during the term of the Loans, $2,000,000 in the aggregate at any one time outstanding $50,000,000; provided that in no event shall any Loan Party make any Investment which results in or facilitates in any manner any Distribution not otherwise permitted under the terms of Section 7.03. For purposes of determining compliance with the provisions of this Section 7.04, equity Investments made by the Borrower or any of its Subsidiaries (the “contributor”) in any Subsidiary that are effected pursuant to one or more equity contributions made contemporaneously or in prompt succession by the contributor and/or any of its Subsidiaries shall be deemed one Investment by the contributoroutstanding.

Restricted Investments. Make Except as otherwise permitted in SECTIONS 6.2, 6.3, 6.5 and 6.8, directly or indirectly, purchase, own, invest in or otherwise acquire any InvestmentCapital Stock, exceptevidence of indebtedness or other obligation or security or any interest whatsoever in any other Person, or make or permit to exist any loans, advances or extensions of credit to, or any investment in cash or by delivery of property in, any other Person, or become a partner or joint venturer in any partnership or joint venture, or consummate an Acquisition, or make a commitment or otherwise agree to do any of the foregoing, other than: (a) (i) equity Investments in Foreign Subsidiaries to the minimum extent required to comply with the local minimum capitalization requirements of foreign jurisdictions and (ii) conversions of Intercompany Debt between any Loan Party and Foreign Subsidiary into equity not to exceed, when taken together with all Investments outstanding pursuant to Section 7.04(b)(iii), an aggregate amount equal to the greater of (x) $50,000,000 and (y) 10% of Consolidated Total AssetsCash Investments; (ib) equity investments owned as loans and advances to employees for reasonable travel, moving and business expenses incurred in the ordinary course of the Closing Date in any Subsidiary, (ii) Investments made after the Closing Date by a Loan Party in any other Loan Party, (iii) Investments made by any Loan Party in any Non-Guarantor Subsidiary not to exceed (at the time such Investment is made), when taken together with all conversions of Intercompany Debt made pursuant to Section 7.04(a)(ii), an aggregate amount equal to the greater of (x) $50,000,000 and (y) 10% of Consolidated Total Assets and (iv) Investments from a Non-Guarantor Subsidiary into another Non-Guarantor Subsidiarybusiness; (c) Investments (i) in any Equity Interests or other securities received in satisfaction or partial satisfaction thereof from financially troubled account debtors (whether in connection with a foreclosure, bankruptcy, workout, judgment or otherwise) and (ii) deposits, prepayments and other credits Accounts owing to suppliers made in the Ordinary Course of Business; (d) Consolidated Capital Expenditures; (e) loans and advances to employees, officers and directors of the Borrower and its Subsidiaries made in the Ordinary Course of Business and to the extent permitted by the Xxxxxxxx-Xxxxx Act of 2002, in an aggregate principal amount at any time outstanding not to exceed $10,000,000 in the aggregate; (f) Intercompany Debt permitted by Section 7.01; (g) Investments described in Schedule 7.04 to the Disclosure Letter; (h) the Borrower and its Subsidiaries may enter into and perform their respective obligations under (i) Hedging Agreements permitted hereunder and entered into in the Ordinary Course of Business and (ii) Permitted Call Spread Swap Agreements; (i) Investments consisting of extensions of credit in the nature of accounts receivable, prepaid royalties or expenses or notes receivable arising from the sale or lease of goods or services in the Ordinary Course of Business, or lease, utility, workers compensation, performance or similar deposits arising in the Ordinary Course of Business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary to prevent or limit loss; (j) guaranty and similar obligations permitted by Section 7.01; (k) commission, entertainment, relocation, payroll, travel, indemnity and similar advances to cover matters that are expected at the time of such advances ultimately to be treated as expenses for accounting purposes and that are made in the Ordinary Course of Business; (l) Investments acquired by the Borrower or any of its Subsidiaries created in the ordinary course of business and payable in accordance with customary terms prevailing in the industry; (d) prepaid expenses incurred in the ordinary course of business; (e) loans, advances, or extensions of credit to, guaranties of and investments existing as of the Amendment Effective Date in corporations, partnerships and other Persons as of the Amendment Effective Date as set forth on SCHEDULE 6.7; (f) investments in Subsidiaries and Permitted Acquisitions made in accordance with terms of this Agreement, including SECTIONS 5.11 and 5.12; provided that investments in Permitted Joint Ventures shall satisfy the requirements of clause (m) below; (g) investments by the Borrower under any Swap Agreement relating to the Debt incurred under this Agreement; provided that the notional amount of all such Swap Agreements at any time shall not exceed the aggregate amount of the Commitments at such time; (h) physician loans, guaranties and similar obligations incurred in connection with the recruitment of physicians in the ordinary course of business and customary for hospitals similar to those operated by the Borrower and its Subsidiaries; (i) in exchange for any other Investments held by the Borrower loans or such Subsidiary in connection with or as a result of bankruptcy, workout, reorganization or recapitalization of the issuer of such Investment or (ii) as a result of a foreclosure by the Borrower or any of its Subsidiaries with respect to any secured Investment or other transfer of title with respect to any secured Investment in default; (m) Investments representing the non-cash portion of the consideration received in connection with any issuance of Equity Interests by advances from a Subsidiary of the Borrower to the Borrower or to another Subsidiary of that is a Guarantor (other than a Permitted Joint Venture) or from the Borrower not prohibited hereunderto a Subsidiary that is a Guarantor (other than a Permitted Joint Venture) so long as the requirements of SECTION 5.10(A) and SECTION 6.2(V) are satisfied; (nj) equity Investments in Subsidiaries solely to the extent made to effect transactions permitted pursuant to Section 7.05(d) hereof; (o) Investments constituting or made in connection with Permitted Acquisitions, so long as (i) no Default or Event of Default exists or would result therefrom and (ii) after giving Pro Forma Effect thereto, the Borrower is in Pro Forma Compliance with the financial covenants set forth in Section 7.17; (p) Permitted Pool Transactions; (q) Investments of any Person that becomes a Subsidiary after the Closing Date, as long as such Investments were not made in contemplation of such Person becoming a Subsidiary and such Investments existed at the time that such Person became a Subsidiary, and the aggregate amount of all such Investments incurred pursuant to this clause (q) does not exceed $50,000,000 at any time; (r) Investments that consist of or result from any merger or consolidation permitted by Section 7.07; (s) cash and Cash Equivalents; provided that if such cash and Cash Equivalents are owned by a Loan Party, such cash and Cash Equivalents are subject to the Administrative Agent’s Lien and control to the extent required by the Security Documents, pursuant to documentation in form and substance reasonably satisfactory to the Administrative Agent; (t) Investments made in accordance with the Borrower’s investment policy, as approved by the Board of Directors investments consisting of the Borrower making of capital contributions or the purchase of Capital Stock (or a committee thereofa) and as in effect from time to time; and (u) Investments, other than Investments by any Loan Party in any Non-Guarantor Subsidiary of the Borrower, in an aggregate amount not to exceed at any time outstanding $50,000,000; provided that in no event shall any Loan Party make any Investment which results in or facilitates in any manner any Distribution not otherwise permitted under the terms of Section 7.03. For purposes of determining compliance with the provisions of this Section 7.04, equity Investments made by the Borrower or any of its Subsidiaries (the “contributor”) wholly owned Subsidiary in any other wholly owned Subsidiary that are effected pursuant is (or immediately after giving effect to one or more equity contributions made contemporaneously or such investment will be) a Guarantor, provided that the Borrower complies with the provisions of SECTION 5.11, and (b) by any Subsidiary in prompt succession the Borrower; (k) loans, advances and extensions of credit acquired in connection with a disposition of assets permitted by SECTION 6.5 hereof; (l) notes and other investments received in connection with bankruptcy in settlement of claims; (m) investments in Permitted Joint Ventures that, when aggregated with unsecured intercompany Debt of Permitted Joint Ventures permitted under SECTION 6.2(V) and dispositions of assets to Permitted Joint Ventures permitted under SECTION 6.5(III), shall not exceed $10,000,000 in the aggregate (excluding Acquisition Amounts incurred in connection with Permitted Acquisitions and other amounts consented to by the contributor and/or Required Lenders in writing); and (n) any other investments which are not described in clauses (a) through (m) above (but excluding investments in Permitted Joint Ventures), not to exceed during the term of its Subsidiaries shall be deemed the Loans, $3,000,000 in the aggregate at any one Investment by the contributortime outstanding.

Restricted Investments. Make any Investment, except: (a) Subject to clause (b) below, make or permit to exist any loans or advances to or any other investment in any Person (including any equity holders of the Borrower or of any of its Affiliates), except investments in (1) interest-bearing United States Government obligations, (2) certificates of deposit issued by or time deposits with any commercial bank organized and existing under the laws of the United States or any state thereof having capital and surplus of not less than $25,000,000, (3) prime commercial paper rated AAA by Standard and Poor’s or Prime P-1 by Xxxxx’x Investor Service, Inc., (4) agreements involving the sale and guaranteed repurchase of United States Government securities, or (5) a Subsidiary provided that (i) equity Investments in Foreign Subsidiaries to such Subsidiary is a wholly owned Subsidiary (directly or indirectly) of the minimum extent required to comply with the local minimum capitalization requirements of foreign jurisdictions and Borrower; (ii) conversions of Intercompany Debt between any Loan Party such Subsidiary guarantees the Obligations under the Credit Agreement and Foreign Subsidiary into equity not to exceed, when taken together with all Investments outstanding other Credit Documents pursuant to Section 7.04(b)(iii), an aggregate amount equal to a Guaranty Agreement in substantially the greater form of (x) $50,000,000 and (y) 10% of Consolidated Total Assets; (i) equity investments owned as of the Closing Date in any Subsidiary, (ii) Investments made after the Closing Date by a Loan Party in any other Loan PartyExhibit I hereto, (iii) Investments made by any Loan Party such Subsidiary grants to the Administrative Agent (or the Collateral Agent) for the benefit of the Lenders a first priority security interest in any Non-Guarantor all assets and properties of such Subsidiary not (subject only to exceed (at the time such Investment is made), when taken together Permitted Liens) in accordance with all conversions of Intercompany Debt made Section 8.14 pursuant to Section 7.04(a)(ii), an aggregate amount equal a Security Agreement or a Mortgage in form and substance reasonably satisfactory to the greater of (x) $50,000,000 and (y) 10% of Consolidated Total Assets Administrative Agent and (iv) Investments from a Non-Guarantor Subsidiary into another Non-Guarantor Subsidiary; (c) Investments (i) in any Equity Interests or other securities received in satisfaction or partial satisfaction thereof from financially troubled account debtors (whether in connection with a foreclosure, bankruptcy, workout, judgment or otherwise) and (ii) deposits, prepayments and other credits to suppliers made in the Ordinary Course of Business; (d) Consolidated Capital Expenditures; (e) loans and advances to employees, officers and directors of the Borrower and its Subsidiaries made in the Ordinary Course of Business and to the extent permitted by the Xxxxxxxx-Xxxxx Act of 2002, in an aggregate principal amount at any time outstanding not to exceed $10,000,000 in the aggregate; (f) Intercompany Debt permitted by Section 7.01; (g) Investments described in Schedule 7.04 to the Disclosure Letter; (h) the Borrower and its Subsidiaries may enter into and perform their respective obligations under (i) Hedging Agreements permitted hereunder and entered into in the Ordinary Course of Business and (ii) Permitted Call Spread Swap Agreements; (i) Investments consisting of extensions of credit in the nature of accounts receivable, prepaid royalties or expenses or notes receivable arising from the sale or lease of goods or services in the Ordinary Course of Business, or lease, utility, workers compensation, performance or similar deposits arising in the Ordinary Course of Business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary to prevent or limit loss; (j) guaranty and similar obligations permitted by Section 7.01; (k) commission, entertainment, relocation, payroll, travel, indemnity and similar advances to cover matters that are expected at the time Stock of such advances ultimately to be treated as expenses for accounting purposes and that are made in the Ordinary Course of Business; (l) Investments acquired by the Borrower or any of its Subsidiaries (i) in exchange for any other Investments held by the Borrower or such Subsidiary in connection with or as a result of bankruptcy, workout, reorganization or recapitalization of the issuer of such Investment or (ii) as a result of a foreclosure by the Borrower or any of its Subsidiaries with respect to any secured Investment or other transfer of title with respect to any secured Investment in default; (m) Investments representing the non-cash portion of the consideration received in connection with any issuance of Equity Interests by a Subsidiary of the Borrower to the Borrower or to another Subsidiary of the Borrower not prohibited hereunder; (n) equity Investments in Subsidiaries solely to the extent made to effect transactions permitted pursuant to Section 7.05(d) hereof; (o) Investments constituting or made in connection with Permitted Acquisitions, so long as (i) no Default or Event of Default exists or would result therefrom and (ii) after giving Pro Forma Effect thereto, the Borrower is in Pro Forma Compliance with the financial covenants set forth in Section 7.17; (p) Permitted Pool Transactions; (q) Investments of any Person that becomes a Subsidiary after the Closing Date, as long as such Investments were not made in contemplation of such Person becoming a Subsidiary and such Investments existed at the time that such Person became a Subsidiary, and the aggregate amount of all such Investments incurred pursuant to this clause (q) does not exceed $50,000,000 at any time; (r) Investments that consist of or result from any merger or consolidation permitted by Section 7.07; (s) cash and Cash Equivalents; provided that if such cash and Cash Equivalents are owned by a Loan Party, such cash and Cash Equivalents are subject pledged to the Administrative Agent (or the Collateral Agent’s Lien and control to ) for the extent required by benefit of the Security Documents, Lenders pursuant to documentation a Pledge Agreement in form and substance reasonably satisfactory to the Administrative Agent;. All instruments and documents evidencing such investments shall be pledged to the Administrative Agent promptly after the relevant Person’s receipt thereof, shall be security for the Obligations, and shall be Collateral hereunder. (tb) Investments made in accordance with the Borrower’s investment policy, as approved by the Board Acquire any assets or property of Directors of the Borrower any other Person (or a committee thereof) and as in effect from time to time; and (u) Investments, other than Investments by any Loan Party in any Non-Guarantor Subsidiary of the Borrowera Credit Party) other than (i) pursuant to a Permitted Acquisition, (ii) subject to Section 8.14, in an aggregate amount not to exceed at any time outstanding $50,000,000; provided that in no event shall any Loan Party make any Investment which results in or facilitates in any manner any Distribution not otherwise permitted under the terms ordinary course of Section 7.03. For purposes business consistent with past practices and (iii) as part of determining compliance with the provisions of this Section 7.04, equity Investments made by the Borrower or any of its Subsidiaries (the “contributor”) in any Subsidiary that are effected pursuant to one or more equity contributions made contemporaneously or in prompt succession by the contributor and/or any of its Subsidiaries shall be deemed one Investment by the contributora Capital Expenditure.