Common use of Restrictions on Investments Clause in Contracts

Restrictions on Investments. The Borrower will not, and will not permit any of the other Transaction Parties to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower; (b) demand deposits, certificates of deposit, bankers acceptances, money market deposits and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and not less than "A 1" if rated by Standard and Poor's; (d) mutual funds which invest solely in the types of Investments described in ss.9.3(a), (b) and (c); (e) Investments existing on the date hereof and listed on SCHEDULE 9.3 hereto; (f) Investments consisting of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000; (g) Investments with respect to Indebtedness permitted by ss.9.1(i)(iii); (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss. (i) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstanding; (j) marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); and (k) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000.

Restrictions on Investments. The Neither the Parent Borrower nor any Subsidiary Borrower will not, and will not permit any of the other Transaction Parties to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Parent Borrower or Subsidiary Borrower; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000; (cd) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Xxxxx’x Investors Service, Inc. or by Standard & Poor’s Corporation at not less than "“P 1" ” if then rated by Moodx'x Xxxestors ServicesXxxxx’x Investors Service, Inc., and not less than "“A 1" ”, if then rated by Standard and & Poor's’s Corporation; (de) mutual funds mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which invest solely at the time of purchase are rated by Xxxxx’x Investors Service, Inc. or by Standard & Poor’s Corporation at not less than “Aa” if then rated by Xxxxx’x Investors Service, Inc. and not less than “AA” if then rated by Standard & Poor’s Corporation, such investment, when aggregated with the Investments set forth in §8.3(k), not to exceed five percent (5%) of Gross Asset Value; (f) repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and or (e) with banks described in the foregoing subsection (c)) or with financial institutions or other corporations having total assets in excess of $500,000,000; (eg) Investments existing on shares of so-called “money market funds” registered with the date hereof SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and listed on SCHEDULE 9.3 heretohave total assets in excess of $50,000,000; (fh) Investments consisting the acquisition of the Guaranties fee interests or Investments long-term ground lease interests by the Parent Borrower or Subsidiary Borrower in (i) any Real Estate which is utilized for income-producing Data Center Properties located in the continental United States or the District of the GuarantorsColumbia and businesses and investments incidental thereto, and (ii) Hadco FSC subject to the restrictions set forth in an aggregate amount not this §8.3, the acquisition of Land Assets to exceed $2,000,000; or (iii) New Zycon be developed for the foregoing purposes and Development Properties to be used for the purposes set forth in an aggregate amount not to exceed $50,000; (g) Investments with respect to Indebtedness permitted by ss.9.1(i)(iii§8.3(h)(i); (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss. (i) Investments consisting by Parent Borrower in wholly-owned Subsidiaries of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstandingParent Borrower; (j) marketable direct or guaranteed obligations Investments in Land Assets, provided that the aggregate Investment therein shall not exceed the greater of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within (i) five percent (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower Gross Asset Value or any of the other Transaction Parties under ss.9.3(a), (b), (c), (dii) and (k); and$45,000,000; (k) mutual funds investing Investments in marketable direct mortgages or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount notes receivable not to exceed $2,000,000 from five percent (5%) of Gross Asset Value; (l) Investments in Development Projects, provided that the aggregate Investment therein shall not exceed twenty-five percent (25%) of the Gross Asset Value; (m) Investments in non-wholly owned Subsidiaries and Unconsolidated Affiliates, provided that the aggregate Investment therein shall not exceed twenty percent (20%) of Gross Asset Value; (n) Investments in assets located outside the United States, provided that the aggregate Investment therein shall not exceed ten percent (10%) of the Gross Asset Value; (o) Investments (i) in equipment which will be incorporated into the development of Data Center Properties, (ii) with utility companies to bring critical power to Data Center Properties, and (iii) with fiber optic companies to bring fiber optics to Data Center Properties. Notwithstanding the foregoing, in no event shall the aggregate value of the holdings of Parent Borrower and Subsidiary Borrowers in the Investments described in §8.3(j)-(n) exceed thirty-five percent (35%) of Gross Asset Value at any mutual fund time. For the purposes of this §8.3, the Investment of Parent Borrower or Subsidiary Borrowers in any non-Wholly Owned Subsidiaries and Unconsolidated Affiliates will equal (without duplication) the sum of (i) such Person’s pro rata share of their Unconsolidated Affiliate’s Investment in an aggregate amount not to exceed $5,000,000Land Assets; plus (ii) such Person’s pro rata share of any other Investments valued at the GAAP book value.

Restrictions on Investments. The Neither the Borrower will, nor will not, and will not it permit any Guarantor or any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerREIT or its Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by 100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank that is not a corporation organized and existing under the laws Lender having total assets of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and $1,000,000,000 will not less than "A 1" if rated by Standard and Poor'sexceed $200,000; (d) mutual funds which invest solely in commercial paper assigned the types highest rating by two (2) or more national credit rating agencies and maturing not more than ninety (90) days from the date of Investments described in ss.9.3(a), (b) and (c)creation thereof; (e) Investments existing on bonds or other obligations having a short term unsecured debt rating of not less than A-1+ by S&P and P-1+ by Xxxxx’x and having a long term debt rating of not less than A by S&P and A1 by Xxxxx’x issued by or by authority of any state of the date hereof United States, any territory or possession of the United States, including the Commonwealth of Puerto Rico and listed on SCHEDULE 9.3 heretoagencies thereof, or any political subdivision of any of the foregoing; (f) Investments consisting repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the foregoing §§8.3(a), 8.3(b) or 8.3(c) with banks described in the foregoing §8.3(c) or with financial institutions or other corporations having total assets in excess of $500,000,000; and (g) shares of so-called “money market funds” registered with the Guaranties SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing §§8.3(a) through 8.3(f) and have total assets in excess of $50,000,000. (h) The acquisition of fee interests by the Borrower or its Subsidiaries in (i) Real Estate which is utilized primarily as single tenant net lease income producing commercial properties located in the United States or the District of Columbia and businesses and investments incidental thereto, and (ii) subject to the restrictions set forth in this §8.3, the acquisition of Land Assets to be developed for the foregoing purpose; (i) Investments by the Borrower in Subsidiaries that are directly or indirectly one hundred percent (i100%) any of owned by the GuarantorsBorrower, (ii) Hadco FSC which in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000; (g) turn own Investments with respect to Indebtedness permitted by ss.9.1(i)(iii); (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss. (i) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstandingthis §8.3; (j) marketable direct or guaranteed obligations of United States municipalities Investments in DST Affiliates, which in turn own Investments permitted by this §8.3; (k) Investments in Land Assets, provided that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as the aggregate investment grade and that mature within pursuant to this §8.3(k) shall not exceed five percent (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Consolidated Total Adjusted Asset Value; (l) Investments made in non-Wholly-Owned Subsidiaries and Unconsolidated Affiliates, which in turn own Investments permitted by the Borrower or any this §8.3; (m) Investments in Development Properties for properties of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (ktype described in §8.3(h)(i); and (kn) mutual funds investing Investments in marketable direct or guaranteed obligations of United States municipalities Mortgage Note Receivables, provided that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within the aggregate Investment pursuant to this §8.3(n) shall not exceed five percent (5%) years from of Consolidated Total Adjusted Asset Value. Notwithstanding the date foregoing, in no event shall the aggregate value of purchase by the holdings of the Borrower, any Guarantor and their Subsidiaries in an amount the Investments described in §8.3(k), (l), (m) and (n) exceed twenty-five percent (25%) of Consolidated Total Adjusted Asset Value at any time. For the purposes of this §8.3, the Investment of REIT or any of its Subsidiaries in any Unconsolidated Affiliates or DSTs will equal (without duplication) the sum of (i) such Person’s Equity Percentage of their Unconsolidated Affiliates’ or DST’s Investments valued in the manner set forth for the determination of Consolidated Total Adjusted Asset Value, or if not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000included therein, valued at the GAAP book value.

Restrictions on Investments. The Borrower (a) No Credit Party will not, and will not permit any of the other Transaction Parties to, make or permit to exist or to remain outstanding any Investment except for Investments in: (ai) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerBorrower or Subsidiary Guarantor; (bii) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (iii) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000; (civ) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Xxxxx’x Investors Service, Inc. or by Standard & Poor’s Corporation at not less than "“P 1" ” if then rated by Moodx'x Xxxestors ServicesXxxxx’x Investors Service, Inc., and not less than "“A 1" ”, if then rated by Standard and & Poor's’s Corporation; (dv) mutual funds which invest solely repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (i), (biv) and (c)vi) with banks described in the foregoing subsection (iii) or with financial institutions or other corporations having total assets in excess of $500,000,000; (evi) Investments existing on shares of so-called “money market funds” registered with the date hereof SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (i) through (iv) and listed on SCHEDULE 9.3 heretohave total assets in excess of $50,000,000; (fvii) the acquisition of fee interests or long-term ground lease interests by Borrower or Subsidiary Guarantor or other Subsidiaries (directly or indirectly) in real estate and investments incidental thereto, any and all construction and development related thereto; (viii) [Reserved.]; (ix) Investments consisting of by the Guaranties or REIT Guarantor in the Borrower, and Investments by the Borrower (directly or indirectly) in (i) any Subsidiaries of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000Borrower; (gx) Investments with respect which constitute Indebtedness to the extent such Indebtedness is permitted by ss.9.1(i)(iii)pursuant to §8.1; (hb) The Borrower shall not permit Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss.the Borrower and/or the REIT Guarantor or the REIT Guarantor’s Subsidiaries to be outstanding at any one time which exceed the following: (i) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not unimproved land to exceed $10,000,000 in the aggregate at any time outstandingfive percent (5%) of Total Asset Value; (jii) marketable direct Investments in development or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not re-development projects to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty fifteen percent (5015%) of all Total Asset Value; (iii) Investments made by the Borrower or any in non-Wholly Owned Subsidiaries and Unconsolidated Affiliates to exceed ten percent (10%) of the Total Asset Value; (iv) Investments consisting of preferred equity, mortgage loans (other Transaction Parties under ss.9.3(athan leases structured as mortgages due to reimbursement requirements), mezzanine loans and notes receivable to exceed five percent (b), (c), (d5%) and (k)of Total Asset Value; and (kv) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from Notwithstanding the date of purchase by the Borrowerforegoing, in no event shall the aggregate value of the Investments described in §8.3(b)(i) through (iv) exceed twenty five percent (25%) of Total Asset Value at any time, with any violation of the foregoing ((i) through (iv)) limits not constituting an amount not to exceed $2,000,000 from Event of Default but shall result in such excess being excluded when calculating Total Asset value. For the purposes of this §8.3, the Investment of Borrower or Subsidiary Guarantors in any mutual fund non-Wholly Owned Subsidiaries and Unconsolidated Affiliates will equal (without duplication) the sum of (i) such Person’s Equity Percentage of their Unconsolidated Affiliate’s Investment in an aggregate amount not to exceed $5,000,000Real Estate; plus (ii) such Person’s Equity Percentage of any other Investments valued at the GAAP book value.

Restrictions on Investments. The Borrower will not, and will not --------------------------- permit any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower; (b) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks or banks organized under the laws of any country which is a member of the Organization for Economic Cooperation and Development (the "OECD"), or a political subdivision of any such country, provided that such bank is acting through a branch or agency located in the country in which it is organized or another country which is also a member of the OECD, having in each case total assets capital and surplus in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that at the time of purchase have been rated and at least two of the ratings for which are (i) not less than "P 1" if rated by Moodx'x Xxxestors ServicesXxxxx'x Investors Service, Inc.Inc. ("Moody's"), and (ii) not less than "A 1" if rated by Standard and Poor's's Rating Group ("S&P") and (iii) not less than "F1" if rated by Fitch Investors Service, Inc. ("Fitch"); (d) mutual funds corporate notes and corporate bonds with maturities of no greater than one year that at the time of purchase have been rated and at least two of the ratings for which invest solely in the types of Investments described in ss.9.3(a)are (i) not less than "A2" if rated by Moody's, (bii) not less than "A" if rated by S&P, and (c);iii) not less than "A" if rated by Fitch. (e) taxable and/or tax-exempt municipal notes/bonds with maturities of no greater than one year that at the time of purchase have been rated at least "MIG1/VMIG1" by Moody's and "SP1" by S&P, provided that if only long- term ratings are available, such note/bond must be at least "AAA" rated. (f) taxable and/or tax-exempt municipal auction rate securities with reset mechanisms of no greater than one year that at the time of purchase have been rated and at least two of the long-term credit ratings for which are (i) not less than "Aaa" if rated by Moody's, (ii) not less than "AAA" if rated by S&P, and (iii) not less than "AAA" if rated by Fitch. (g) Investments existing on the date hereof and listed on SCHEDULE 9.3 Schedule -------- 10.3 hereto;; ---- (f) Investments consisting of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000; (gh) Investments with respect to Indebtedness permitted by ss.9.1(i)(iii); (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss. (i) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstanding; (j) marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); and (k) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000.S)10.1

Restrictions on Investments. The Borrower will not, and will not permit any of the other Transaction Parties to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by such Borrower or the BorrowerGuarantor; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and not less than "A 1" if rated by Standard and Poor's100,000,000; (d) mutual funds which invest solely commercial paper assigned the highest rating by two or more national credit rating agencies and maturing not more than ninety (90) days from the date of creation thereof; (e) bonds or other obligations having a short term unsecured debt rating of not less than A-1+ by S&P and P-1+ by Xxxxx’x and having a long term debt rating of not less than A by S&P and A1 by Xxxxx’x issued by or by authority of any state of the United States, any territory or possession of the United States, including the Commonwealth of Puerto Rico and agencies thereof, or any political subdivision of any of the foregoing; (f) repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and or (c); ) with banks described in the foregoing subsection (ec) Investments existing on the date hereof and listed on SCHEDULE 9.3 hereto; (f) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000500,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000;and (g) Investments shares of so-called “money market funds” registered with respect to Indebtedness permitted by ss.9.1(i)(iii);the SEC under any mutual fund or other registered investment company that qualifies as a “money market fund” under Rule 2a-7 of the United States Securities and Exchange Commission, or any successor thereto which have total assets in excess of $50,000,000. (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss.in Land Assets; (i) Investments consisting of loans by Borrower in non-Wholly Owned Subsidiaries and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstandingUnconsolidated Affiliates; (j) marketable direct Investments in Mortgage Note Receivables secured by properties (excluding mezzanine loans secured by equity interests in Persons owning properties) that meet the property type requirements of a Data Center Asset or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from a Medical Asset. Notwithstanding the date of purchase by the Borrowerforegoing, in an amount not to no event shall (x) the aggregate value of the holdings of REIT and its Subsidiaries in the Investments described in §8.3(h)-(j) exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty fifteen percent (5015%) of all Gross Asset Value at any time, or (y) REIT and its Subsidiaries make any Investments made by other than those outlined in the Borrower Prospectus. For the purposes of this §8.3, the Investment of REIT or its Subsidiaries in any non-Wholly Owned Subsidiaries and Unconsolidated Affiliates will equal (without duplication) the sum of such Person’s pro rata share of any Investments valued at the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); and (k) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000GAAP book value.

Restrictions on Investments. The Neither the Borrower will, nor will not, and will not it permit any Guarantor or any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments inInvestments: (a) in marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerBorrower or its Subsidiary; (b) in marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) in demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000.00; (cd) securities commonly known as "in commercial paper" paper assigned the highest rating by two (2) or more national credit rating agencies and maturing not more than ninety (90) days from the date of creation thereof; (e) in bonds or other obligations having a short term unsecured debt rating of not less than A-1+ by S&P and P-1+ by Mxxxx’x and having a long term debt rating of not less than A by S&P and A1 by Mxxxx’x issued by or by authority of any state of the United States, any territory or possession of the United States, including the Commonwealth of Puerto Rico and agencies thereof, or any political subdivision of any of the foregoing; (f) in repurchase agreements having a corporation organized term not greater than ninety (90) days and existing fully secured by securities described in the foregoing §8.3(a), 8.3(b) or 8.3(c) with banks described in the foregoing §8.3(c) or with financial institutions or other corporations having total assets in excess of $500,000,000.00; (g) in shares of so-called “money market funds” registered with the SEC under the laws Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing §§8.3(a) through 8.3(f) and have total assets in excess of $50,000,000.00; (h) consisting of the acquisition of fee or leasehold interests by the Borrower or its Subsidiaries in (i) Real Estate which is developed as single-tenant properties for office, retail and industrial uses located in the United States of America or any state thereof that at the time of purchase have been rated an Approved Foreign Country and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc.businesses and investments incidental thereto, and not less than "A 1" if rated by Standard and Poor's(ii) subject to the restrictions set forth in this §8.3, the acquisition of Land Assets to be developed for the foregoing purpose; (di) mutual funds which invest solely by the Borrower and its Wholly-Owned Subsidiaries in Subsidiaries that are directly or indirectly one hundred percent (100%) owned by such Person or jointly with the types of Investments described in ss.9.3(a), (b) and (c)Borrower or its Wholly-Owned Subsidiaries; (ej) Investments existing on in Land Assets, provided that the date hereof and listed on SCHEDULE 9.3 heretoaggregate Investment therein shall not exceed five percent (5%) of Consolidated Total Asset Value; (fk) Investments consisting of the Guaranties or Investments by the Borrower in (i) any Mortgage Note Receivables secured by properties of the Guarantors, type described in §8.3(h)(i) and (ii) Hadco FSC mezzanine notes and other promissory notes secured by properties of the type described in an §8.3(h)(i) or Equity Interests of Persons holding such properties, provided that the aggregate amount Investment under this clause (k) shall not to exceed $2,000,000; or ten percent (iii10%) New Zycon in an aggregate amount not to exceed $50,000of Consolidated Total Asset Value; (gl) Investments with respect in non-Wholly-Owned Subsidiaries and Unconsolidated Affiliates to Indebtedness permitted by ss.9.1(i)(iiipurchase properties of the type described in §8.3(h)(i), provided that the aggregate Investment therein shall not exceed fifteen percent (15%) of Consolidated Total Asset Value; (hm) Investments in Development Properties for properties of the type described in §8.3(h)(i), provided that the aggregate construction and development budget for Development Properties (including land) shall not exceed five percent (5%) of Consolidated Total Asset Value; (n) consisting of promissory notes received as proceeds advances to officers, directors and employees of asset dispositions permitted by ss.9.5.3 Borrower and Investments otherwise permitted by ss.Subsidiaries for travel, entertainment, relocation and analogous ordinary business purposes; (o) in connection with a merger, consolidation or stock acquisition pursuant to §8.4, (i) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses made in the ordinary course of business and subject to the other investment limits contained in this §8.3, constituting all of the Equity Interests of any Person the assets of which (other than immaterial assets) constitute real property assets and which Investments do not constitute or include the assumption of Indebtedness of such Person or a guarantee of Indebtedness of such Person (in each case other than Non-Recourse Indebtedness) or (ii) all of the Equity Interests in any other Person so long as (A) unless the assets of such Person (other than immaterial assets) constitute real property assets, Borrower shall have given the Agent and the Lenders at least 30 days’ prior written notice of such Investment; (B) immediately prior thereto, and immediately thereafter and after giving effect thereto, no Default or Event of Default has occurred or would result therefrom and (C) prior to exceed $10,000,000 consummating such Investment, Borrower shall have delivered to the Agent for distribution to each of the Lenders a Compliance Certificate, calculated on a pro forma basis based on information then available to the Borrower, evidencing the continued compliance by the Borrower and Guarantors with the terms and conditions of this Agreement and the other Loan Documents, including, without limitation, the financial covenants contained in the aggregate at any time outstanding§9, after giving effect to such Investment; (jp) in readily marketable direct common shares, preferred shares or guaranteed obligations of United States municipalities that are rated senior notes issued by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five publicly traded companies (5which Investments may be made through mutual funds); (q) years from the date of purchase in other Cash Equivalents; (r) other short term liquid Investments approved in writing by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k)Agent; and (ks) mutual funds investing guaranties of Indebtedness of Borrower, Guarantors or any of their respective Subsidiaries permitted under §8.1 . Notwithstanding the foregoing, in marketable direct or guaranteed obligations no event shall the aggregate value of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date holdings of purchase by the Borrower, any Guarantor and their Subsidiaries in an amount not to the Investments described in §8.3(k), (l) and (p) exceed $2,000,000 from twenty percent (20%) of Consolidated Total Asset Value at any mutual fund time. For the purposes of this §8.3, the Investment of REIT or any of its Subsidiaries in any non-Wholly-Owned Subsidiaries and Unconsolidated Affiliates will equal (without duplication) the sum of (i) such Person’s pro rata share of Development Property of their non-Wholly-Owned Subsidiaries and Unconsolidated Affiliates, plus (ii) such Person’s pro rata share of their non-Wholly-Owned Subsidiaries and Unconsolidated Affiliates’ Investment in an aggregate amount not to exceed $5,000,000Land Assets; plus (iii) such Person’s pro rata share of any other Investments valued at the lower of GAAP book value or market value.

Restrictions on Investments. The Neither the Borrower nor the Trust will, nor will not, and will not either of them permit any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerBorrower or its Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under 100,000,000; provided, however , that the laws aggregate amount at any time so invested with any single bank having total assets of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and $1,000,000,000 will not less than "A 1" if rated by Standard and Poor'sexceed $200,000; (d) mutual funds which invest solely [Intentionally Deleted]; (e) [Intentionally Deleted]; (f) repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and (c); or (e) Investments existing on with banks described in the date hereof and listed on SCHEDULE 9.3 hereto; foregoing subsection (fc) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000500,000,000; (g) Investments shares of so-called “money market funds” registered with respect to Indebtedness permitted by ss.9.1(i)(iii)the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000; (h) Investments consisting the acquisition of promissory notes received as proceeds fee interests by the Borrower or its Subsidiaries in Real Estate which is utilized principally for shopping centers, and, subject to the restrictions set forth in §8.3 and §8.9 for development of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss.new shopping centers, the acquisition of undeveloped Real Estate; (i) Investments consisting Subsidiaries of loans and advances to employees for movingthe Borrower or the Trust that are not one hundred percent (100%) owned by the Borrower or the Trust or in Unconsolidated Affiliates, entertainment, travel and other similar expenses which Subsidiaries or Unconsolidated Affiliates are engaged in the ordinary course ownership of business not Real Estate or development activity pursuant to §8.3 or §8.9, provided that in no event shall such Investments exceed $10,000,000 fifteen percent (15%) of Borrower’s Consolidated Total Adjusted Asset Value in the aggregate at any time outstandingwithout the prior written consent of the Required Banks; (j) marketable direct (i) in any preferred stock issued by Trust which has been repurchased solely with the proceeds of a new issue of common or guaranteed obligations preferred stock issued by Trust, or (ii) in any common stock issued by Trust which has been repurchased by the Trust, Borrower or any of their respective Subsidiaries, provided that in no event shall such Investments pursuant to clause (ii) exceed in the aggregate $50,000,000.00 (calculated based upon the consideration given for such stock); (k) subject to the restrictions set forth in §8.9, (i) in securities of real estate investment trusts which own real property which is used principally for fee interests in Real Estate utilized principally for shopping centers located within the United States municipalities States, and (ii) in mortgages and notes receivables, provided that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within in no event shall the aggregate costs of all Investments pursuant to this §8.3(k) exceed five percent (5%) years from of Borrower’s Consolidated Total Adjusted Asset Value in the date aggregate. For the purposes of purchase this §8.3(k)(ii) only, notes receivable shall be valued at the lesser of face value (subject to reduction as a result of payments thereon) or book value determined in accordance with GAAP; (l) whether directly or through a Subsidiary or Unconsolidated Affiliate, in development permitted by §8.9 which at any time has a total cost (including acquisition, construction and other costs), whether such total costs are incurred directly by the Borrower, the Trust or such Subsidiary or through an Investment in an amount Unconsolidated Affiliate permitted under this Agreement, individually for each development project that is not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser excess of $5,000,000 and fifty ten percent (5010%) of the Consolidated Total Adjusted Asset Value of the Borrower, and in the aggregate for all Investments made development projects that is not in excess of fifteen percent (15%) of the Consolidated Total Adjusted Asset Value of the Borrower. For the purposes of calculating the cost of developments by Subsidiaries or Unconsolidated Affiliates, the cost of such developments shall be based upon the Borrower’s interest in such Subsidiaries or Unconsolidated Affiliates. For purposes of this §8.3(l) and §8.9, the term “total cost” shall not include (i) costs specifically reimbursable by tenants or shadow anchors (other than through rent or a gross up of rent), (ii) capitalized general and administrative expenses, or (iii) operating expenses and interest to the extent of operating income received from the applicable development property; (m) whether directly or through a Subsidiary or an Unconsolidated Affiliate, in undeveloped parcels of Real Estate which in the aggregate do not exceed five percent (5%) of the Consolidated Total Adjusted Asset Value of the Borrower, provided that the acquisition or holding of any outlots or property adjacent to any Real Estate owned by the Borrower (or any of the other Transaction Parties under ss.9.3(aSubsidiary or Unconsolidated Affiliate thereof), (b), (c), (d) the Trust or any Subsidiary thereof shall not be deemed to be an undeveloped parcel of Real Estate for this purpose and (k)options and purchase agreements to acquire any property shall not be deemed an acquisition or holding of such property; and (kn) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities subsidiaries that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five one hundred percent (5100%) years from the date of purchase owned by the Borrower. Notwithstanding the foregoing or §8.9, in an amount not to no event shall the aggregate Investments of the Borrower, the Trust and their Subsidiaries in the Investments described in §8.3(i), (k), (l) and (m) exceed $2,000,000 from twenty-five percent (25%) of Borrower’s Consolidated Total Adjusted Asset Value at any mutual fund and in an aggregate amount not to exceed $5,000,000time.

Restrictions on Investments. The Neither the Borrower will, nor will not, and will not it permit any Guarantor or any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower, Guarantor or their Subsidiaries; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and not less than "A 1" if rated by Standard and Poor's100,000,000; (d) mutual funds which invest solely commercial paper assigned the highest rating by two or more national credit rating agencies and maturing not more than ninety (90) days from the date of creation thereof; (e) bonds or other obligations having a short term unsecured debt rating of not less than A-1+ by S&P and P-1+ by Xxxxx’x and having a long term debt rating of not less than A by S&P and A1 by Xxxxx’x issued by or by authority of any state of the United States, any territory or possession of the United States, including the Commonwealth of Puerto Rico and agencies thereof, or any political subdivision of any of the foregoing; (f) repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and or (c); ) with banks described in the foregoing subsection (ec) Investments existing on the date hereof and listed on SCHEDULE 9.3 hereto; (f) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000500,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000;and (g) Investments shares of so-called “money market funds” registered with respect to Indebtedness permitted by ss.9.1(i)(iii);the SEC under any mutual fund or other registered investment company that qualifies as a “money market fund” under Rule 2a-7 of the United States Securities and Exchange Commission, or any successor thereto which have total assets in excess of $50,000,000. (h) Investments consisting by Borrower or its Subsidiaries in Land Assets, provided that the aggregate Investment therein shall not exceed five percent (5.0%) of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss.Gross Asset Value; (i) Investments consisting of loans and advances to employees for movingby Borrower or its Subsidiaries in Development Properties, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in provided that the aggregate at any time outstandingInvestment therein shall not exceed ten percent (10.0%) of Gross Asset Value; (j) marketable direct or guaranteed obligations of United States municipalities Investments by Borrower in non-Wholly Owned Subsidiaries and Unconsolidated Affiliates, provided that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount aggregate Investment therein shall not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty fifteen percent (5015.0%) of all Gross Asset Value; (k) Investments made by the Borrower or any its Subsidiaries (other than the Subsidiary Guarantors) in (i) Mortgage Note Receivables secured by properties that meet the property type requirements of a Data Center Asset or a Medical Asset, or (ii) Permitted Equity Investments, provided that (x) the other Transaction Parties under ss.9.3(a)aggregate Investment in such Mortgage Note Receivables and such Permitted Equity Investments together shall not exceed twenty percent (20.0%) of Gross Asset Value, (b), (c), (d) and (k)y) the aggregate Investment in such Permitted Equity Investments shall not exceed ten percent (10%) of Gross Asset Value; and (kl) mutual funds investing acquisition of fee simple interests or long-term ground lease interests in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase Real Estate by the BorrowerBorrower or its Subsidiaries that meet the property type requirements of a Data Center Asset or a Medical Asset. Notwithstanding the foregoing, in an amount no event shall (x) the aggregate value of the holdings of the Borrower and its Subsidiaries in the Investments described in §8.3(h)-(k) exceed twenty-five percent (25.0%) of Gross Asset Value at any time, or (y) the Borrower and its Subsidiaries make any Investments other than those outlined in the Prospectus, or (z) unless otherwise approved in writing by Agent, such approval not to exceed $2,000,000 be unreasonably conditioned, withheld or delayed, from and after the Merger, CVOP I and its Subsidiaries own any mutual fund Real Estate other than as set forth on Schedule 8.3. For the purposes of this §8.3, the Investment of the Borrower or its Subsidiaries in any non-Wholly Owned Subsidiaries and in an aggregate amount not to exceed $5,000,000Unconsolidated Affiliates will equal (without duplication) the sum of such Person’s pro rata share of any Investments valued at the GAAP book value.

Restrictions on Investments. The Borrower (a) No Credit Party will not, and will not permit any of the other Transaction Parties to, make or permit to exist or to remain outstanding any Investment except for Investments in: (ai) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerBorrower or Subsidiary Guarantor; (bii) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (iii) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000; (civ) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Xxxxx’x Investors Service, Inc. or by Standard & Poor’s Corporation at not less than "“P 1" ” if then rated by Moodx'x Xxxestors ServicesXxxxx’x Investors Service, Inc., and not less than "“A 1" ”, if then rated by Standard and & Poor's’s Corporation; (dv) mutual funds which invest solely repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (i), (biv) and (c)vi) with banks described in the foregoing subsection (iii) or with financial institutions or other corporations having total assets in excess of $500,000,000; (evi) Investments existing on shares of so-called “money market funds” registered with the date hereof SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (i) through (iv) and listed on SCHEDULE 9.3 heretohave total assets in excess of $50,000,000; (fvii) the acquisition of fee interests or long-term ground lease interests by Borrower or Subsidiary Guarantor or other Subsidiaries (directly or indirectly) in real estate and investments incidental thereto, any and all construction and development related thereto; (viii) [Reserved.]; (ix) Investments consisting of by the Guaranties or REIT Guarantor in the Borrower, and Investments by the Borrower (directly or indirectly) in (i) any Subsidiaries of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000Borrower; (gx) Investments with respect which constitute Indebtedness to the extent such Indebtedness is permitted by ss.9.1(i)(iii)pursuant to §8.1; (hb) The Borrower shall not permit Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss.the Borrower and/or the REIT Guarantor or the REIT Guarantor’s Subsidiaries to be outstanding at any one time which exceed the following: (i) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in unimproved land (valued at the ordinary course of business not undepreciated cost basis thereof) to exceed $10,000,000 in the aggregate at any time outstandingfive percent (5%) of Total Asset Value; (jii) marketable direct Investments in development or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five re-development projects (5valued at the undepreciated cost basis thereof) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty fifteen percent (5015%) of all Total Asset Value; (iii) Investments made by the Borrower or any in non-Wholly Owned Subsidiaries and Unconsolidated Affiliates (valued as set forth below) to exceed ten percent (10%) of the Total Asset Value; (iv) Investments consisting of preferred equity, mortgage loans (other Transaction Parties under ss.9.3(athan leases structured as mortgages due to reimbursement requirements), mezzanine loans and notes receivable (b), valued at the GAAP book value thereof) to exceed five percent (c), (d5%) and (k)of Total Asset Value; and (kv) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from Notwithstanding the date of purchase by the Borrowerforegoing, in no event shall the aggregate value of the Investments described in §8.3(b)(i) through (iv) exceed twenty five percent (25%) of Total Asset Value at any time, with any violation of the foregoing ((i) through (iv)) limits not constituting an amount not to exceed $2,000,000 from Event of Default but shall result in such excess being excluded when calculating Total Asset value. For the purposes of this §8.3, the Investment of Borrower or Subsidiary Guarantors in any mutual fund non-Wholly Owned Subsidiaries and Unconsolidated Affiliates will equal (without duplication) the sum of (i) such Person’s Equity Percentage of the Value of their Unconsolidated Affiliate’s Investment in an aggregate amount not to exceed $5,000,000Real Estate; plus (ii) such Person’s Equity Percentage of any other Investments valued at the GAAP book value.

Restrictions on Investments. The Borrower Borrowers will not, and will not permit any of the other Transaction Parties their respective Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrowersuch Borrower or its Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000; (cd) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Xxxxx'x Investors Service, Inc. or by Standard & Poor's Corporation at not less than "P 1" if then rated by Moodx'x Xxxestors ServicesXxxxx'x Investors Service, Inc., and not less than "A 1" ", if then rated by Standard and & Poor's's Corporation; (de) mutual funds mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which invest solely at the time of purchase are rated by Xxxxx'x Investors Service, Inc. or by Standard & Poor's Corporation at not less than "Aa" if then rated by Xxxxx'x Investors Service, Inc. and not less than "AA" if then rated by Standard & Poor's Corporation; (f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and (c); or (e) Investments existing on with banks described in the date hereof and listed on SCHEDULE 9.3 hereto; foregoing subsection (fc) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000500,000,000; (g) Investments shares of so-called "money market funds" registered with respect to Indebtedness permitted by ss.9.1(i)(iii)the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000; (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 in fee interests in Real Estate utilized principally for multifamily housing, including xxxxxxx money deposits relating thereto and Investments otherwise permitted by ss.transaction costs; (i) Subject to the terms of this Agreement, Investments consisting in Subsidiaries of loans such Borrower existing as of the date hereof, and advances to employees for moving, entertainment, travel and other similar expenses Investments in the ordinary course new Subsidiaries of business not to exceed $10,000,000 in the aggregate at any time outstanding; (j) marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from WDOP created after the date of purchase by this Agreement; provided that in no event shall the Borrower, aggregate of such Investments in an amount not to new Subsidiaries created after the date of this Agreement exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty ten percent (5010%) of Xxxxxx'x Consolidated Total Assets, and provided further that in no event shall such Investments in the form of note receivables from all Investments made by Subsidiaries whenever created (including the Borrower or any of the other Transaction Parties under ss.9.3(a), principal amount payable pursuant to such notes) exceed ten percent (b), (c), (d10%) and (k); and (k) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000.of

Restrictions on Investments. The Borrower will not, and will not permit any of the other Transaction Parties to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerBorrower or any such Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or bank of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of Lenders or any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $1,000,000; (cd) securities commonly known as "“commercial paper" ” issued by any Lender, or by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Xxxxx’x Investors Service, Inc. or by Standard & Poor’s Corporation at not less than "“P 1" ” if then rated by Moodx'x Xxxestors ServicesXxxxx’x Investors Service, Inc., and not less than "“A 1" ”, if then rated by Standard and & Poor's’s Corporation; (de) mutual funds mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which invest solely at the time of purchase are rated by Xxxxx’x Investors Service, Inc. or by Standard & Poor’s Corporation at not less than “AA” if then rated by Xxxxx’x Investors Service, Inc. and not less than “AA” if then rated by Standard & Poor’s Corporation; (f) repurchase agreements having a term not greater than 180 days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsections (a), (b) and (c); or (e) Investments existing on with the date hereof and listed on SCHEDULE 9.3 hereto; Lenders, banks described in the foregoing subsection (fc) Investments consisting or financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000500,000,000; (g) Investments shares of so-called “money market funds” registered with respect to Indebtedness permitted by ss.9.1(i)(iii)the Securities and Exchange Commission under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000; (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted EPR Senior Property Loans (including property encumbered by ss.9.5.3 EPR Senior First Mortgages) and, subject to §9, options, easements, licenses, fee interests, partnership interests, interests in limited liability companies and Investments otherwise permitted by ss.leasehold interests and similar interests in Real Estate, including xxxxxxx money deposits relating thereto and transaction costs; (i) subject to the terms of this Agreement, Investments consisting in Subsidiaries of loans Borrower existing as of the date hereof, and advances to employees for moving, entertainment, travel and other similar expenses Investments in new Subsidiaries of Borrower created after the ordinary course date of business not to exceed $10,000,000 in the aggregate at any time outstandingthis Agreement; (j) marketable direct deposits required by government agencies or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); and (k) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000.public utilities;

Restrictions on Investments. The Borrower will not, and will not permit any of the other Transaction Parties to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by such Borrower or the BorrowerGuarantor; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and not less than "A 1" if rated by Standard and Poor's100,000,000; (d) mutual funds which invest solely commercial paper assigned the highest rating by two or more national credit rating agencies and maturing not more than ninety (90) days from the date of creation thereof; (e) bonds or other obligations having a short term unsecured debt rating of not less than A-1+ by S&P and P-1+ by Xxxxx’x and having a long term debt rating of not less than A by S&P and A1 by Xxxxx’x issued by or by authority of any state of the United States, any territory or possession of the United States, including the Commonwealth of Puerto Rico and agencies thereof, or any political subdivision of any of the foregoing; (f) repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and or (c); ) with banks described in the foregoing subsection (ec) Investments existing on the date hereof and listed on SCHEDULE 9.3 hereto; (f) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000500,000,000; (g) Investments shares of so-called “money market funds” registered with respect to Indebtedness permitted by ss.9.1(i)(iii)the SEC under any mutual fund or other registered investment company that qualifies as a “money market fund” under Rule 2a-7 of the United States Securities and Exchange Commission, or any successor thereto which have total assets in excess of $50,000,000; (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss.in Land Assets; (i) Investments consisting of loans by Borrower in non-Wholly Owned Subsidiaries and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstandingUnconsolidated Affiliates; (j) marketable direct by Borrower or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five its Subsidiaries in Permitted Equity Investments; (5k) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any its Subsidiaries (other than the Subsidiary Guarantors) in Mortgage Note Receivables secured by properties that meet the property type requirements of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k)a Data Center Asset or a Medical Asset; and (kl) mutual funds investing acquisition of fee simple interests or long-term ground lease interests in marketable direct Real Estate by Borrower or guaranteed obligations its Subsidiaries that meet the property type requirements of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from a Data Center Asset or a Medical Asset. Notwithstanding the date of purchase by the Borrowerforegoing, in an amount not to no event shall (x) the aggregate value of the holdings of REIT and its Subsidiaries in the Investments described in §8.3(h)-(k) exceed $2,000,000 from twenty-five percent (25%) of Gross Asset Value at any mutual fund time, (y) the aggregate value of the holdings of REIT and its Subsidiaries in an aggregate amount not to Permitted Equity Investments described in §8.3(j) exceed $5,000,000ten percent (10%) of Gross Asset Value at any time, or (z) REIT and its Subsidiaries make any Investments other than those outlined in the Prospectus. For the purposes of this §8.3, the Investment of REIT or its Subsidiaries in any non-Wholly Owned Subsidiaries and Unconsolidated Affiliates will equal (without duplication) the sum of such Person’s pro rata share of any Investments valued at the GAAP book value.

Restrictions on Investments. The Borrower Each of the Borrowers will not, and will not permit any of the other Transaction Parties its Restricted Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrowersuch Borrower or its Restricted Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under 100,000,000; provided, however, that the laws aggregate amount at any time so invested with any single bank having total assets of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and $1,000,000,000 will not less than "A 1" if rated by Standard and Poor'sexceed $200,000; (d) mutual funds which invest solely [Intentionally Omitted]; (e) [Intentionally Omitted]; (f) repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and (c); or (e) Investments existing on with banks described in the date hereof and listed on SCHEDULE 9.3 hereto; foregoing subsection (fc) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000500,000,000; (g) Investments shares of so called “money market funds” registered with respect to Indebtedness permitted by ss.9.1(i)(iii)the SEC under the Investment Company Act of 1940 which maintain a level per share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000; (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss. (i) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course Property (excluding Partial Interests) and Restricted Subsidiaries of business not to exceed $10,000,000 a Borrower. With the approval of the Majority Lenders, such Investments may be located other than in the aggregate at any time outstandingWoodlands Project; (j) marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); and (k) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000.

Restrictions on Investments. The Neither the Borrower will, nor will not, and will not it permit any Guarantor or any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerREIT or its Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under 100,000,000; provided, however, that the laws aggregate amount at any time so invested with any single bank having total assets of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and $1,000,000,000 will not less than "A 1" if rated by Standard and Poor'sexceed $200,000; (d) mutual funds which invest solely in commercial paper assigned the types highest rating by two (2) or more national credit rating agencies and maturing not more than ninety (90) days from the date of Investments described in ss.9.3(a), (b) and (c)creation thereof; (e) Investments existing on bonds or other obligations having a short term unsecured debt rating of not less than A-1+ by S&P and P-1+ by Xxxxx’x and having a long term debt rating of not less than A by S&P and A1 by Xxxxx’x issued by or by authority of any state of the date hereof United States, any territory or possession of the United States, including the Commonwealth of Puerto Rico and listed on SCHEDULE 9.3 heretoagencies thereof, or any political subdivision of any of the foregoing; (f) Investments consisting repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the foregoing §§8.3(a), 8.3(b) or 8.3(c) with banks described in the foregoing §8.3(c) or with financial institutions or other corporations having total assets in excess of $500,000,000; and (g) shares of so-called “money market funds” registered with the Guaranties SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing §§8.3(a) through 8.3(f) and have total assets in excess of $50,000,000. (h) the acquisition of fee or leasehold interests by the Borrower or its Subsidiaries in (i) Real Estate which is utilized for Medical Properties located in the continental Xxxxxx Xxxxxx or the District of Columbia and businesses and investments incidental thereto, and (ii) subject to the restrictions set forth in this §8.3, the acquisition of Land Assets to be developed for the foregoing purpose; (i) Investments by the Borrower in Subsidiaries that are directly or indirectly one hundred percent (i100%) any of owned by the GuarantorsBorrower, (ii) Hadco FSC which in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000; (g) turn own Investments with respect to Indebtedness permitted by ss.9.1(i)(iii); (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss. (i) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstandingthis §8.3; (j) marketable direct or guaranteed obligations of United States municipalities that are rated Investments in Land Assets; (k) Investments in Mortgage Note Receivables secured by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any properties of the other Transaction Parties under ss.9.3(atype described in §8.3(h)(i); (l) Investments in non-Wholly-Owned Subsidiaries and Unconsolidated Affiliates, (b), (c), (d) and (k)which in turn own Investments permitted by this §8.3; and (km) mutual funds investing Investments in marketable direct or guaranteed obligations Development Properties for properties of United States municipalities the type described in §8.3(h)(i), provided that are rated by Standard the aggregate construction and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within development budget for Development Properties (including land) shall not exceed five percent (5%) years from of Gross Asset Value. Notwithstanding the date foregoing, in no event shall the aggregate value of purchase by the holdings of the Borrower, any Guarantor and their Subsidiaries in an amount the Investments described in §8.3(j), (k), (l) and (m) exceed twenty-five percent (25%) of Gross Asset Value at any time on or after January 31, 2016. For the purposes of this §8.3, the Investment of REIT or any of its Subsidiaries in any non-Wholly-Owned Subsidiaries and Unconsolidated Affiliates will equal (without duplication) the sum of (i) such Person’s Equity Percentage of their non-Wholly-Owned Subsidiaries and Unconsolidated Affiliates’ Investments valued in the manner set forth for the determination of Gross Asset Value, or if not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000included therein, at the GAAP book value.

Restrictions on Investments. The Neither the Borrower will, nor will not, and will not it permit any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerBorrower or such Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and not less than "A 1" if rated by Standard and Poor's100,000,000; (d) mutual funds which invest solely commercial paper assigned the highest rating by two or more national credit rating agencies and maturing not more than ninety (90) days from the date of creation thereof; (e) bonds or other obligations having a short term unsecured debt rating of not less than A-1+ by S&P and P-1+ by Xxxxx’x and having a long term debt rating of not less than A by S&P and A1 by Xxxxx’x issued by or by authority of any state of the United States, any territory or possession of the United States, including the Commonwealth of Puerto Rico and agencies thereof, or any political subdivision of any of the foregoing; (f) repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and or (c); ) with banks described in the foregoing subsection (ec) Investments existing on the date hereof and listed on SCHEDULE 9.3 hereto; (f) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000500,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000;and (g) Investments shares of so-called “money market funds” registered with respect to Indebtedness permitted by ss.9.1(i)(iii);the SEC under any mutual fund or other registered investment company that qualifies as a “money market fund” under Rule 2a-7 of the SEC, or any successor thereto which have total assets in excess of $50,000,000. (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 in Land Assets and Investments otherwise permitted by ss.Development Property; (i) Investments consisting of loans by Borrower in non-Wholly Owned Subsidiaries and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstandingUnconsolidated Affiliates; (j) marketable direct Investments in Mortgage Note Receivables secured by completed commercial single tenant income producing properties and other secured or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from unsecured note receivables relating to loans with customers. Notwithstanding the date of purchase by the Borrowerforegoing, in an amount not to no event shall the aggregate value of the holdings of Borrower and its Subsidiaries in the Investments described in §8.4(h), (i) and (j) exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty twenty percent (5020%) of all Investments made by Consolidated Total Adjusted Asset Value at any time. For the purposes of this §8.4, the Investment of Borrower or its Subsidiaries in any non-Wholly Owned Subsidiaries and Unconsolidated Affiliates will equal (without duplication) the sum of such Person’s pro rata share of any Investments valued at the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); and (k) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000GAAP book value.

Restrictions on Investments. The Borrower No Subsidiary Property Owner will not, and will not permit any of the other Transaction Parties to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower, Trust or their Subsidiaries; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under 100,000,000; provided, however, that the laws aggregate amount at any time so invested with any single bank having total assets of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and $1,000,000,000 will not less than "A 1" if rated by Standard and Poor'sexceed $200,000; (d) mutual funds which invest solely [Intentionally Omitted]; (e) [Intentionally Omitted]; (f) repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and (c); or (e) Investments existing on with banks described in the date hereof and listed on SCHEDULE 9.3 hereto; foregoing subsection (fc) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000500,000,000; (g) Investments shares of so-called “money market funds” registered with respect to Indebtedness permitted by ss.9.1(i)(iii)the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000; (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss.the Collateral Property; (i) Investments consisting of any loans and advances to employees tenants under the Leases for moving, entertainment, travel and other similar expenses tenant improvements that are provided in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstanding; (j) marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k)business; and (k) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000.

Restrictions on Investments. The Borrower will not, and will not permit Walden or any of the other Transaction Parties theix xxxxective Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerBorrower or its Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000; (cd) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Moody's Investors Serxxxx, Xnc. or by Standard & Poor's Corporation at not less than "P 1" if then rated by Moodx'x Xxxestors ServicesMoody's Investors Serxxxx, Inc.Xnc., and not less than "A 1" ", if then rated by Standard and & Poor's's Corporation; (de) mutual funds mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which invest solely at the time of purchase are rated by Moody's Investors Serxxxx, Xnc. or by Standard & Poor's Corporation at not less than "Aa" if then rated by Moody's Investors Serxxxx, Xnc. and not less than "AA" if then rated by Standard & Poor's Corporation; (f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and (c); or (e) Investments existing on with banks described in the date hereof and listed on SCHEDULE 9.3 hereto; foregoing subsection (fc) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000500,000,000; (g) Investments shares of so-called "money market funds" registered with respect to Indebtedness permitted by ss.9.1(i)(iii)the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000; (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 in fee interests in Real Estate utilized principally for multifamily housing, including earnest money depositx xxxxxing thereto and Investments otherwise permitted by ss.transaction costs; (i) Investments consisting in Subsidiaries of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstanding;Borrower; and (j) marketable direct or guaranteed obligations of United States municipalities Investments in real estate investment trusts which own real property which is used principally for multifamily housing, provided that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from in no event shall the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) cost of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (dpursuant to this Section 8.3(j) and (k); and (k) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,00025,000,000.00.

Restrictions on Investments. The Borrower will not, and nor will not the Borrower permit any of the other Transaction Parties to, its Subsidiaries to make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerBorrower and repurchase obligations in respect thereof having a term of not more than thirty (30) days entered into with any United States bank having assets in excess of $1,000,000,000; (b) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banksi) or other United States banks having total assets in excess of $1,000,000,0001,000,000,000 or (ii) United States banks having total assets of less than $1,000,000,000 as long as such Investments do not remain in such banks for more than seven (7) days in amounts in excess of FDIC insurance coverage and do not exceed $500,000 per bank in the aggregate at any time; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 12" if rated by Moodx'x Xxxestors Xxxxx'x Investors Services, Inc., and or not less than "A 12" if rated by Standard and Poor's's Ratings Group; (d) mutual funds which invest solely in the types of Investments described in ss.9.3(a), (b) and (c); (e) Investments existing on the date hereof and listed on SCHEDULE 9.3 Schedule -------- 10.3 hereto; ---- (e) Investments with respect to Indebtedness permitted by (S)10.1(i) and (j) so long as such entities remain Subsidiaries of the Borrower and Guarantors and such Investments are evidenced by intercompany notes which are satisfactory to the Banks, payable to the order of the Borrower and pledged to the Agent for the benefit of the Banks in the manner provided in (S)10.1(i) or evidenced only by open account; (f) Investments consisting of the Guaranties Guarantees, or Investments by the Borrower in (i) any Subsidiaries of the GuarantorsBorrower existing on the Effective Date, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000; (g) Investments with respect to Indebtedness permitted by ss.9.1(i)(iii(S)10.1(o), Investments by Petro Distributing or Petro Financial in the Old Notes, and Investments by Petro Distributing, Petro Financial or any other Subsidiary in respect of the Senior Notes existing on the Effective Date; (hg) Investments consisting of promissory notes received as noncash proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss.(S)10.5.2; (ih) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 750,000 in the aggregate at any time outstanding; (i) shares of any so-called "money market fund" provided, that such -------- fund is registered under the Investment Company Act of 1940, has net assets in excess of $100,000,000, has an investment portfolio with an average maturity of 365 days or less, and invests substantially all of its assets in Investments of the types listed in clauses (a), (b) and (c) above; (j) marketable direct Investments consisting of Capital Expenditures permitted under (S) 11.7 (other than Capital Expenditures in respect of Capital Assets which are capital stock or guaranteed other equity interests); (k) Investments in respect of fuel price swaps, fuel price caps, fuel price collars and fuel price floors and similar agreements and hedging obligations and arrangements incurred in the ordinary course of United States municipalities that are rated by Standard business consistent with past practices (but only to the extent done to protect against or manage the Borrower or any Subsidiary to exposure to fluctuations in fuel prices and Poor's and Moodx'x Investors Services, Inc. not for speculative purposes); (l) Investments received in settlement of obligations owed to the Borrower or any of its Subsidiaries or as investment grade and that mature within five a result of bankruptcy or insolvency proceedings or upon foreclosure or enforcement of any lien in favor of the Borrower or any Subsidiary; (5m) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of its Subsidiaries not otherwise permitted hereunder, provided the other Transaction Parties under ss.9.3(aaggregate amount of all such outstanding Investments does not exceed $2,500,000 at any time, provided, --------- however, that if the Leverage Ratio as at the most recent fiscal quarter ------- end is less than 4:50:1, such amount shall be increased to $7,500,000, plus, to the extent the Borrower would be permitted to make a Distribution ---- pursuant to (S)10.4(a), the amount the Borrower would be permitted to make pursuant to (b), (c), (dS)10.4(a) and did not otherwise make as a Distribution pursuant thereto; (k)n) Investments by the Borrower or any of its Subsidiaries in either Wholly-Owned Subsidiaries or Non-Wholly Owned Subsidiaries; provided such -------- Subsidiary has guaranteed all the Obligations of the Borrower hereunder pursuant to a guaranty in form and substance satisfactory to the Agent and has granted to the Agent a first priority perfected security interest in all of its assets (subject only to Permitted Liens) to secure such Obligations pursuant to documents and agreements in form and substance satisfactory to the Agent; (o) Investments in respect of interest rate swaps, caps, collars and similar agreements and fuel swaps in each case permitted hereunder; and (kp) mutual funds investing Investments by the Borrower in marketable direct or guaranteed obligations respect of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the BorrowerBorrower of the Capital Interests or all or substantially all of assets of any Person, in so long as (i) such an amount not acquisition is permitted by (S)10.5.1 hereof; (ii) such Person shall become a Wholly-Owned Subsidiary or Non- Wholly Owned Subsidiary and a Guarantor (unless such Person is an Immaterial Subsidiary), (iii) the Leverage Ratio as of the most recent fiscal quarter end is less than 4.50:1, and (iv) the Loan Documents shall be amended and/or supplemented as necessary to exceed $2,000,000 from any mutual fund make the terms and in an aggregate amount not conditions of the Loan Documents applicable to exceed $5,000,000such new Subsidiary.

Restrictions on Investments. The Borrower will not, and will not permit any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding Outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrowerpurchase; (b) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States of America banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Xxxxx'x Investors Services, Inc., and not less than "A 1" if rated by Standard and Poor's; (d) mutual funds which invest solely in repurchase agreements secured by any one or more of the types of Investments described in ss.9.3(apermitted by paragraphs (a), (b) and or (c)) above; (e) Investments existing on shares of any so-called "money market fund" provided that such fund is registered under the date hereof Investment Company Act of 1940, has net assets of at least $100,000,000 and listed on SCHEDULE 9.3 heretohas an investment portfolio with an average maturity of 365 days or less; (f) existing Investments consisting of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000described on SCHEDULE 10.3 hereto; (g) Investments with respect to Indebtedness permitted by ss.9.1(i)(iii); (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss. (i) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses made in the ordinary course of business in connection with the Borrower's (i) conversion to Investments of franchisee obligations, (ii) making of loans and advances to franchisees; PROVIDED that the aggregate amount of all such Investments shall not, at any time, exceed $2,500,000, and (iii) acceptance of notes from franchisees in payment of goods and services provided by the Borrower to such franchisees; (h) the acquisition of one or more notes, leases or other evidences of indebtedness of franchisees or guaranties of franchisee obligations in accordance with franchisee leasing or loan programs not to exceed in the aggregate $10,000,000; (i) up to ten (10) shares (at the time of acquisition) of any publicly traded stock of any competitor of the Borrower with an original purchase price not to exceed $10,000,000 5,000 in the aggregate at any time outstandingfor all of such shares; (j) marketable direct the acceptance of notes or guaranteed other evidences of obligations to pay the deferred purchase price of United States municipalities assets sold by the Borrower as otherwise permitted under this Agreement, PROVIDED, that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from such assets have been sold for fair market value in the date reasonable judgment of purchase by the Borrower, in an arms length transactions, and such notes or evidences of indebtedness are secured by a first priority lien and security interest in the assets sold; (k) Investments in Permitted Acquisitions; (l) Investments in JA Joint Venture LLC; PROVIDED that (i) the aggregate amount not to exceed $2,000,000 from of such Investments made during any one issuing municipality and in an aggregate amount fiscal year shall not to exceed the lesser of $5,000,000 and fifty percent (50%ii) the aggregate amount of all such Investments made by shall not, at any time, exceed $10,000,000; (m) Investments (i) in Subsidiaries which are not Guarantors; PROVIDED that the Borrower or aggregate amount of such Investments shall not, at any of the other Transaction Parties under ss.9.3(a)time, (b), (c), (d) exceed $2,500,000 and (k)ii) in Subsidiaries which are Guarantors; PROVIDED that the aggregate amount of such Investments shall not, at any time, exceed $5,000,000; and (kn) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase Investments by the BorrowerBorrower consisting of loans made to TRC; PROVIDED that the aggregate amount of such Investments shall not, in an amount not to at any time, exceed $2,000,000 from any mutual fund 1,000,000; PROVIDED that, with respect to each Investment permitted pursuant to Sections 10.3(g), (h), (j), (m) or (n), the Borrower shall have taken, or shall have caused such Subsidiary to take, all steps necessary or reasonably desirable in order to grant to the Agent, for the benefit of the Banks and the Agent, a first priority perfected security interest in an aggregate amount not to exceed $5,000,000such Investment.

Restrictions on Investments. The No Borrower will not, and will not permit any of the other Transaction Parties to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrowersuch Person; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Lenders, Federal National Mortgage Association, Government National Mortgage Association, Lender for Cooperatives, Federal Intermediate Credit Lenders, Federal Financing Lenders, Export-Import Lender of the United States, Federal Land Lenders, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000; (cd) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Xxxxx’x Investors Service, Inc. or by Standard & Poor’s Corporation at not less than "“P 1" ” if then rated by Moodx'x Xxxestors ServicesXxxxx’x Investors Service, Inc., and not less than "“A 1" ”, if then rated by Standard and & Poor's; (d) mutual funds which invest solely in the types of Investments described in ss.9.3(a), (b) and (c)’s Corporation; (e) Investments existing on mortgage-backed securities guaranteed by the date hereof Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and listed on SCHEDULE 9.3 hereto;other mortgage-backed bonds which at the time of purchase are rated by Xxxxx’x Investors Service, Inc. or by Standard & Poor’s Corporation at not less than “AA” if then rated by Xxxxx’x Investors Service, Inc. and not less than “AA” if then rated by Standard & Poor’s Corporation; and (f) Investments consisting shares of so-called “money market funds” registered with the Guaranties or Investments by SEC under the Borrower Investment Company Act of 1940 which maintain a level per-share value, invest principally in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000; (g) Investments with respect to Indebtedness permitted by ss.9.1(i)(iii); (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss. (i) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses investments described in the ordinary course of business not to exceed $10,000,000 foregoing subsections (a) through (f) and have total assets in the aggregate at any time outstanding; (j) marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser excess of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); and (k) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000.50,000,000;

Restrictions on Investments. The Borrower None of the Borrowers will, nor will not, and will not permit any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from or Canada, or marketable obligations of any instrumentality or agency thereof, the date payment of purchase the principal and interest of which is unconditionally guaranteed by the BorrowerUnited States of America or Canada; (b) demand deposits, certificates of depositdeposit or other obligations issued by, bankers acceptancesor bankers’ acceptances of, money market deposits and time deposits any bank or trust company organized under the laws of Brazil, Singapore, the Federal Republic of Germany, France, the United Kingdom, Japan, Canada or the United States of America or any of the Banks state thereof (including foreign branches of any of the Bankssuch bank or trust company) or other United States banks and having total assets capital, surplus and undivided profits in excess of $1,000,000,000100,000,000; (c) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any state thereof with a maturity not in excess of 270 days from the date of acquisition thereof and that at the time of purchase have been rated and the ratings for which are not less than "“P 1" 2” if rated by Moodx'x Xxxestors Services, Inc.Xxxxx’x, and not less than "“A 1" 2” if rated by Standard and Poor'sS&P; (d) mutual funds In the case of any foreign Subsidiary, but only with respect to countries in which invest solely in such Subsidiary exists, such Investments of a comparable quality and term to the types of other Investments described in ss.9.3(apermitted by clauses (a), (b) and (c)) of this §9.3 as are usually made in the jurisdiction or jurisdictions in which the business of such foreign Subsidiary is principally conducted by prudent corporate investors in like circumstances; (e) Investments (including debt obligations and capital stock) received in connection with the bankruptcy or reorganization of suppliers and customers and in settlement of delinquent obligations of, and other disputes with, customers and suppliers arising in the ordinary course of business; (f) Investments existing on the date hereof in Subsidiaries; and other Investments existing on the date hereof and listed on SCHEDULE Schedule 9.3 hereto; (f) Investments consisting of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000; (g) Investments by BGI in Subsidiaries, including such Investments existing on the date hereof, not to exceed in the aggregate fifteen percent (15%) of Consolidated Total Assets; provided that the above limitation shall not apply with respect to Indebtedness (x) Investments made in order to effect acquisitions permitted by ss.9.1(i)(iii)under §9.5 or (y) Investments in Xxxxxx Luxembourg or Xxxxxx Switzerland or (z) Investments in Guarantors; and provided further that notwithstanding any provision set forth in this §9.3 to the contrary, Investments in the Luxembourg Subsidiaries other than Xxxxxx Luxembourg, other than amounts being held for application to the account of BGI, Xxxxxx Luxembourg or Xxxxxx Switzerland, shall be limited to $100,000; (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss.acquisitions under §9.5; (i) (A) Investments by Subsidiaries of BGI in BGI, provided that any Investment by Subsidiaries in BGI must be an equity Investment or expressly subordinated to the prior payment in full in cash of all Obligations on terms disclosed to and reasonably acceptable to the Administrative Agent prior to the incurrence thereof; and (B) Investments by Subsidiaries of BGI in other Subsidiaries of BGI; (j) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 2,000,000 in the aggregate at any time outstanding; (jk) marketable direct Investments in joint ventures; provided that the operation to be invested in is in a similar or guaranteed obligations of United States municipalities related business and provided further that are rated by Standard and Poor's and Moodx'x Investors Servicesafter giving effect to such joint venture, Inc. as investment grade and that mature within five the Borrowers shall be in compliance, on a pro forma historical basis, with all financial covenants; (5l) years Investments arising from payments under the date of purchase by the BorrowerBGI Guaranty, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower Xxxxxx Luxembourg Guaranty, Xxxxxx Switzerland Guaranty or any Guaranty executed and delivered pursuant to §6.1 of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); andthis Credit Agreement; (km) mutual funds investing Investments by BGI in marketable direct or guaranteed obligations Capital Stock of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Servicesany Person, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,00030,000,000 outstanding at any time; (n) Investments in respect of Restricted Payments permitted pursuant to §9.4; and (o) Investments by BGI arising from the repurchase or conversion of Subordinated Debt in compliance with §9.4.

Restrictions on Investments. The No Borrower will notshall purchase or acquire, and will not permit or make any of the commitment therefor, any capital stock, equity interest, or other Transaction Parties toobligations or securities of, or any interest in, any other Person, or make or permit commit to exist make any acquisition under §7.4, or make or commit to remain outstanding make any Investment except for Investments advance, loan, extension of credit or capital contribution to or any other investment in, any other Person, other than: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrowerpurchase; (b) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets unimpaired capital and surplus in excess of $1,000,000,000250,000,000; (c) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "“P 1" ” if rated by Moodx'x Xxxestors ServicesXxxxx’x Investors Service, Inc., and not less than "“A 1" ” if rated by Standard and Poor's’s Rating Group; (d) mutual funds which invest solely in the types of Investments described in ss.9.3(a), (b) and (c); (e) Investments existing on the date hereof and listed on SCHEDULE 9.3 heretoSchedule 7.3 of the Disclosure Schedule delivered herewith; (e) (i) Investments permitted under §7.4, and (ii) Investments consisting of notes issued to the Parent and/or one of its Subsidiaries in connection with the FHA Transaction; (f) Investments consisting Extensions of credit in the Guaranties nature of accounts receivable or Investments by notes receivable arising from the Borrower sale or lease of goods or surplus in (i) any the ordinary course of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000business; (g) Investments with respect consisting of loans and advances by any Borrower to Indebtedness permitted by ss.9.1(i)(iiianother Borrower (other than a Designated LLC); (h) Investments consisting of promissory notes received the applicable Borrower’s ownership interests in the Designated LLCs (and the related capital contributions in respect thereof) as proceeds of asset dispositions permitted by ss.9.5.3 set forth in Schedule 7.3 and Investments otherwise in the Borrowers by the Designated LLCs constituting Indebtedness permitted by ss.under Section 7.1; and (i) other Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed the sum of $10,000,000 2,000,000 in the aggregate at any one time outstanding; (j) marketable direct outstanding with respect to non-hazardous solid waste collection, transfer, hauling, recycling or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Servicesdisposal businesses, Inc. as investment grade and that mature within five (5) years from the date of projects, joint-ventures or enterprises or purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); and (k) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000options.

Restrictions on Investments. The Neither the Borrower nor the Guarantors will, nor will not, and will not they permit any of the other Transaction Parties their respective Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower, such Guarantor or such Subsidiary; (b) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000; (c) repurchase agreements having a term not greater than ninety (90) days and fully secured by securities commonly known as "commercial paper" issued by a corporation organized and existing under described in the laws foregoing subsection (a), (b) or (e) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and not less than "A 1" if rated by Standard and Poor's$500,000,000; (d) mutual funds shares of so-called “money market funds” registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest solely principally in investments described in the types of Investments described in ss.9.3(a), foregoing subsections (ba) through (d) and (c)have total assets in excess of $50,000,000; (e) Investments existing on by the date hereof and listed on SCHEDULE 9.3 heretoBorrower in its Wholly-Owned Subsidiaries; (f) Investments consisting of by REIT in the Guaranties Borrower, in its Wholly Owned Subsidiaries and other Subsidiaries (provided that any interest in such Subsidiaries not owned by REIT shall be owned directly or Investments indirectly by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000Borrower); (g) Investments with respect the acquisition of fee interests or long-term ground lease interests by the REIT, Borrower or their respective Subsidiaries in (i) Real Estate which are Stabilized Properties utilized for income-producing multifamily Real Estate and (ii) acquisitions of multifamily properties or condominium projects to Indebtedness permitted by ss.9.1(i)(iiibe converted to multifamily properties which have certificates of occupancy but are not yet Stabilized Properties but which are expected to become Stabilized Properties within twenty-four (24) months following acquisition, in each case located in the continental United States and businesses and investments incidental thereto (including ancillary attached retail); (h) Investments consisting by the REIT, Borrower or their respective Subsidiaries in Unimproved Land; provided that the aggregate Investments therein shall not at any time exceed five percent (5%) of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss.Consolidated Total Asset Value at any time; (i) Investments consisting of loans and advances to employees for movingby the REIT, entertainment, travel and other similar expenses Borrower or their respective Subsidiaries in the ordinary course of business not to exceed $10,000,000 in Development Properties which are being developed as an income-producing multifamily properties; provided that the aggregate Investments therein shall not at any time outstandingexceed ten percent (10%) of Consolidated Total Asset Value; (j) marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase Investments by the BorrowerREIT, Borrower or their respective Subsidiaries in an amount non-Wholly Owned Subsidiaries and Unconsolidated Entities; provided that the aggregate Investments therein shall not to at any time exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty fifteen percent (5015%) of all Consolidated Total Asset Value; (k) Investments made by the REIT, Borrower or their respective Subsidiaries in Mortgage Notes; provided that the aggregate Investment therein shall not at any time exceed five percent (5%) of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k)Consolidated Total Asset Value; and (l) Investments by the REIT, Borrower or their respective Subsidiaries in Stock Investments; provided that the aggregate Investments therein shall not at any time exceed five percent (5%) of Total Asset Value. Notwithstanding the foregoing, in no event shall the aggregate Investments permitted under clauses (h), (i), (j), (k) mutual funds investing in marketable direct or guaranteed obligations and (l) of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within this §8.3 exceed twenty-five percent (525%) years from of Consolidated Total Asset Value at any time. Notwithstanding the date of purchase by the Borrowerforegoing, in an amount not to no event shall the aggregate Investments by REIT and its Subsidiaries (other than through Borrower and its Subsidiaries) permitted under this §8.3 exceed $2,000,000 from twenty percent (20%) of Consolidated Total Asset Value at any mutual fund and in an aggregate amount not to exceed $5,000,000time.

Restrictions on Investments. The Neither the Borrower will, nor will not, and will not it permit any Guarantor or any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower, Guarantor or their Subsidiaries; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and not less than "A 1" if rated by Standard and Poor's100,000,000; (d) mutual funds which invest solely commercial paper assigned the highest rating by two or more national credit rating agencies and maturing not more than ninety (90) days from the date of creation thereof; (e) bonds or other obligations having a short term unsecured debt rating of not less than A-1+ by S&P and P-1+ by Xxxxx’x and having a long term debt rating of not less than A by S&P and A1 by Xxxxx’x issued by or by authority of any state of the United States, any territory or possession of the United States, including the Commonwealth of Puerto Rico and agencies thereof, or any political subdivision of any of the foregoing; (f) repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and or (c); ) with banks described in the foregoing subsection (ec) Investments existing on the date hereof and listed on SCHEDULE 9.3 hereto; (f) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000500,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000;and (g) Investments shares of so-called “money market funds” registered with respect to Indebtedness permitted by ss.9.1(i)(iii);the SEC under any mutual fund or other registered investment company that qualifies as a “money market fund” under Rule 2a-7 of the United States Securities and Exchange Commission, or any successor thereto which have total assets in excess of $50,000,000. (h) Investments consisting in Land Assets, provided that the aggregate Investment therein shall not exceed five percent (5.0%) of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss.Gross Asset Value; (i) Investments consisting of loans and advances to employees for movingin Development Properties, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in provided that the aggregate at any time outstandingInvestment therein shall not exceed ten percent (10.0%) of Gross Asset Value; (j) marketable direct or guaranteed obligations of United States municipalities Investments by Borrower in non-Wholly Owned Subsidiaries and Unconsolidated Affiliates, provided that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount aggregate Investment therein shall not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty fifteen percent (5015.0%) of all Gross Asset Value; (k) Investments made by the Borrower or any its Subsidiaries (other than the Subsidiary Guarantors) in (i) Mortgage Note Receivables secured by properties that meet the property type requirements of a Data Center Asset or a Medical Asset, or (ii) Permitted Equity Investments, provided that (x) the other Transaction Parties under ss.9.3(a)aggregate Investment in such Mortgage Note Receivables and such Permitted Equity Investments together shall not exceed twenty percent (20.0%) of Gross Asset Value, (b), (c), (d) and (k)y) the aggregate Investment in such Permitted Equity Investments shall not exceed ten percent (10%) of Gross Asset Value; and (kl) mutual funds investing acquisition of fee simple interests or long-term ground lease interests in marketable direct Real Estate by Borrower or guaranteed obligations its Subsidiaries that meet the property type requirements of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from a Data Center Asset or a Medical Asset. Notwithstanding the date of purchase by the Borrowerforegoing, in an amount not to no event shall (x) the aggregate value of the holdings of REIT and its Subsidiaries in the Investments described in §8.3(h)-(k) exceed $2,000,000 from twenty-five percent (25.0%) of Gross Asset Value at any mutual fund time, or (y) REIT and its Subsidiaries make any Investments other than those outlined in an aggregate amount not to exceed $5,000,000the Prospectus. For the purposes of this §8.3, the Investment of REIT or its Subsidiaries in any non-Wholly Owned Subsidiaries and Unconsolidated Affiliates will equal (without duplication) the sum of such Person’s pro rata share of any Investments valued at the GAAP book value.

Restrictions on Investments. The Neither the Borrower will, nor will not, and will not it permit any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerBorrower or such Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and not less than "A 1" if rated by Standard and Poor's100,000,000; (d) mutual funds which invest solely commercial paper assigned the highest rating by two or more national credit rating agencies and maturing not more than ninety (90) days from the date of creation thereof; (e) bonds or other obligations having a short term unsecured debt rating of not less than A-1+ by S&P and P-1+ by Xxxxx’x and having a long term debt rating of not less than A by S&P and A1 by Xxxxx’x issued by or by authority of any state of the United States, any territory or possession of the United States, including the Commonwealth of Puerto Rico and agencies thereof, or any political subdivision of any of the foregoing; (f) repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and or (c) with banks described in the foregoing subsection (c) or with financial institutions or other corporations having total assets in excess of $500,000,000; and (g) shares of so-called “money market funds” registered with the SEC under any mutual fund or other registered investment company that qualifies as a “money market fund” under Rule 2a-7 of the SEC, or any successor thereto which have total assets in excess of $50,000,000. (h) Investments in Land Assets and Development Property; (i) Investments by Borrower in non-Wholly Owned Subsidiaries and Unconsolidated Affiliates; (j) Investments in Mortgage Note Receivables secured by completed commercial single tenant income producing properties and other secured or unsecured note receivables relating to loans with customers; (k) Investments in Wholly-Owned Subsidiaries (or Persons who upon the consummation of such Investment will become Wholly-Owned Subsidiaries) including Intercompany Loans and Intercompany Revolvers; (l) Investments in Qualifying Note Receivables and Real Estate (other than Land Assets and Development Property); (em) Investments existing on loans and advances to employees of the date hereof Borrower and listed on SCHEDULE 9.3 heretoits Subsidiaries made in the ordinary course of business in an aggregate principal amount not to exceed $1,000,000; (fn) Investments received in connection with the bankruptcy or reorganization of, or settlement of delinquent accounts and disputes with, customers and suppliers, in each case in the ordinary course of business; (o) Investments consisting of the Guaranties or debt securities, equity securities and other non-cash consideration received as consideration for a disposition permitted by this Agreement; (p) Investments in Derivatives Contracts permitted by the Borrower in §8.11; and (iq) any of the Guarantors, (ii) Hadco FSC other Investments not otherwise permitted hereunder in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000; (g) Investments with respect to Indebtedness permitted by ss.9.1(i)(iii); (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss. (i) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstanding; . Notwithstanding the foregoing, in no event shall the aggregate value of the holdings of Borrower and its Subsidiaries in the Investments described in (x) §8.4(h), (i) and (j) marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within exceed twenty-five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (5025%) of all Investments made by the Borrower Consolidated Total Adjusted Asset Value at any time or any of the other Transaction Parties under ss.9.3(a), (b), (c), (dy) §8.4(n) and (k); and (ko) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within exceed five percent (5%) years from of Consolidated Total Adjusted Asset Value. For the date purposes of purchase by this §8.4, the Borrower, Investment of Borrower or its Subsidiaries in an amount not to exceed $2,000,000 from any mutual fund non-Wholly Owned Subsidiaries and in an aggregate amount not to exceed $5,000,000Unconsolidated Affiliates will equal (without duplication) the sum of such Person’s pro rata share of any Investments valued at the GAAP book value.

Restrictions on Investments. The Borrower will not, and the Guarantors will not permit any of the other Transaction Parties to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrowersuch Person; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Lenders, Federal National Mortgage Association, Government National Mortgage Association, Lender for Cooperatives, Federal Intermediate Credit Lenders, Federal Financing Lenders, Export-Import Lender of the United States, Federal Land Lenders, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000.00; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000.00 will not exceed $200,000.00; (cd) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Xxxxx’x Investors Service, Inc. or by Standard & Poor’s Corporation at not less than "“P 1" ” if then rated by Moodx'x Xxxestors ServicesXxxxx’x Investors Service, Inc., and not less than "“A 1" ”, if then rated by Standard and & Poor's; (d) mutual funds which invest solely in the types of Investments described in ss.9.3(a), (b) and (c)’s Corporation; (e) Investments existing on mortgage-backed securities guaranteed by the date hereof Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and listed on SCHEDULE 9.3 heretoother mortgage-backed bonds which at the time of purchase are rated by Xxxxx’x Investors Service, Inc. or by Standard & Poor’s Corporation at not less than “AA” if then rated by Xxxxx’x Investors Service, Inc. and not less than “AA” if then rated by Standard & Poor’s Corporation; (f) Investments consisting shares of so-called “money market funds” registered with the Guaranties or Investments by SEC under the Borrower Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (ia) any through (f) and have total assets in excess of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,00050,000,000.00; (g) Borrower may invest in such Subsidiaries or Joint Ventures as described on Exhibit “C” and so long as no Default or Event or Default exists Borrower may invest in such other Subsidiaries or Joint Ventures as may be formed from time to time including Investments in the form of capital contributions and the amount of any future required capital contributions to existing or new Joint Ventures, provided that any Investment in any such Joint Venture individually or in the aggregate may not exceed fifteen percent (15%) of the Borrower’s Tangible Net Worth and such Investments in a Subsidiary or Joint Venture shall be consistent with respect to Indebtedness permitted by ss.9.1(i)(iii)the Borrower’s customary line of business; (h) Investments consisting Borrower may repurchase in the open market, or otherwise, any amount of promissory notes received its outstanding shares of common stock, from time to time, as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss.it may determine in its commercially reasonable discretion; and (i) Investments consisting of loans Borrower may invest in auction rate securities. Auction rate securities are long-term municipal bonds and advances to employees for movingpreferred stock with interest rates that reset periodically through an auction process, entertainmentwhich occurs in 7, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstanding; (j) marketable direct 28, 35, or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); and (k) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,00090-day periods.

Restrictions on Investments. The Borrower will not, and will not permit Guarantor or any of the other Transaction Parties to, Related Companies to make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America, Federal Home Loan Mortgage Corporation, Federal National Mortgage Association or any agency or instrumentality of the United States of America provided such obligations are backed by the full faith and credit of the United States of America, that mature within one (1) year from the date of purchase by the Borrower; (b) demand deposits, certificates of deposit, bankers acceptances, money market accounts, bankers acceptances eurodollar time deposits and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,0001,000,000,000 or repurchase obligations with a term of not more than 7 days with such banks for underlying securities of the type described in clause (a) of this Section 8.2; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "" P 11 " if rated by Moodx'x Xxxestors Xxxxx'x Investors Services, Inc.Inc. , and not less than "A 1" if rated by Standard and Poor's's and participations in short term commercial loans made to such corporations by a commercial bank which provides cash management services to the Borrower; (d) mutual funds which invest solely in the types of Investments described in ss.9.3(a), (b) and (c); (e) Investments existing or contemplated on the date hereof and listed on SCHEDULE 9.3 Schedule 8.2(d) hereto; (e) Investments made in the ordinary course of the Borrower's business in Interest Rate Contracts; (f) Investments consisting of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000[Intentionally Omitted]; (g) direct Investments with respect in class B (or better) office properties (including the development of same) located in the greater New York City area, including fee simple and leasehold interests, in Real Estate Effective Control Assets, and in consolidated joint ventures in which the Borrower or its wholly-owned Subsidiary owns at least a 75% beneficial interest and has the right to Indebtedness permitted by ss.9.1(i)(iii);control policy and management of the subject joint venture; and (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss. (i) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course following categories so long as the aggregate amount, without duplication, of business all Investments described in this paragraph (h) does not to exceed, at any time, twenty-five percent (25%) of Total Assets and the aggregate amount of each of the following categories of Investments does not exceed $10,000,000 the specified percentage of Total Assets set forth in the aggregate following table: Category of Investment Maximum Percentage of Total Assets Permitted Developments (calculated at any time outstanding; total project cost) 10% Unconsolidated Entities primarily engaged in the business 20% of development or ownership of class B (jor better) marketable direct office real estate located in the greater New York City area (calculated at book value of such Investment) Investment in properties (including the development of 2% same) acquired in accordance with the provisions of Section 1031 of the Code (single tenant, triple net leased to tenant rated "A" or guaranteed obligations of United States municipalities that are rated better by Standard and & Poor's and Moodx'x Ratings Group or Xxxxx'x Investors Services, Inc. as investment grade and that mature within five Inc., minimum remaining lease term of 15 years) Structured Finance Investments 15% Other Investments in Real Estate Assets (5including land) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality 10% and in an aggregate amount entities primarily engaged in the business of owning such assets Other Investments not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); and (k) mutual funds investing otherwise specifically identified 10% in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000this Section 8.2.

Restrictions on Investments. The Borrower will not, and will not permit any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerBorrower or its Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of Bank or any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; PROVIDED, HOWEVER, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $2,500,000; (cd) securities commonly known as "commercial paper" issued by any Bank or by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Xxxxx'x or by S&P at not less than "P 1P1" if then rated by Moodx'x Xxxestors Services, Inc.Xxxxx'x, and not less than "A 1" A1", if then rated by Standard and Poor'sS&P; (de) mutual funds mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which invest solely at the time of purchase are rated 58 by Xxxxx'x or by S&P at not less than "Aa" if then rated by Xxxxx'x and not less than "AA" if then rated by S&P; (f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and (c); or (e) Investments existing on with banks described in the date hereof and listed on SCHEDULE 9.3 hereto; foregoing subsection (fc) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000500,000,000; (g) Investments shares of so-called "money market funds" registered with respect to Indebtedness permitted by ss.9.1(i)(iii)the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000; (h) Subject to the provisions of this Section 8.3 and Section 9.6 hereof, Investments consisting in fee interests in Real Estate utilized principally for Retail Uses, and with respect to assets owned as of promissory notes received the date hereof or as proceeds of asset dispositions permitted otherwise approved by ss.9.5.3 the Majority Banks, office uses and Investments otherwise permitted by ss.self-storage uses; (i) Subject to the provisions of this Section 8.3, Investments consisting in (a) Joint Ventures the accounts of loans which are consolidated with the accounts of Borrower, (b) Joint Ventures the accounts of which are not consolidated with the accounts of Borrower, and advances to employees (c) Notes Receivable, provided that in no event shall such Investments (including, without limitation, any such Investments by Excel Legacy Holdings) exceed (x) twenty percent (20%) of the Borrower's Adjusted Consolidated Total Assets for movingthe period through and including September 30, entertainment2002, travel (y) fifteen percent (15%) of the Borrower's Adjusted Consolidated Total Assets for the period of October 1, 2002 through and other similar expenses in the ordinary course including September 30, 2003, and (z) ten percent (10%) of business not to exceed $10,000,000 in the aggregate at any time outstandingBorrower's Adjusted Consolidated Total Assets thereafter; (j) marketable Investments in wholly-owned Subsidiaries of the Borrower (other than Excel Legacy Holdings) that own assets of the type that Borrower is permitted to own pursuant to this Agreement; (k) Any common or preferred stock issued by Borrower which has been repurchased by Borrower or any Subsidiary of Borrower, provided that in no event shall such Investment exceed in the aggregate $15,000,000.00 or such greater amount as may be approved by the Majority Banks; (l) Subject to the provisions of this Section 8.3 and Section 9.6 hereof, investments in undeveloped or non-income producing land; (m) Investments in Excel Legacy Holdings, which may engage in such businesses as Borrower may determine, provided that (i) the aggregate amount of direct or guaranteed obligations indirect Investment by Borrower in Excel Legacy Holdings and the value of United States municipalities that are rated by Standard and PoorLegacy Holding's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from assets determined in accordance with the date terms of purchase by the Borrower, in an amount this Agreement shall not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of ten percent (10%) of Borrower's Adjusted Consolidated Total Assets or $5,000,000 100,000,000.00, and (ii) any Investments by Excel Legacy Holdings and its Subsidiaries in any of the Investments described in Section 8.3(i) shall be counted against the Investments otherwise permitted pursuant to such section, and in no event may any of such Investments by Excel Legacy Holdings exceed fifty percent (50%) of all the Investments made by permitted pursuant to such section; (n) Loans to officers of Borrower, provided that the Borrower or any aggregate principal amount of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k)such loans outstanding shall not exceed $10,000,000.00; and (ko) mutual funds investing For so long as the ratio (expressed as a percentage) of (1) the sum of the outstanding principal amount of the Loans and the Letters of Credit Outstanding to (2) the Total Commitment is less than twenty-five percent (25%), Investments in marketable securities of publicly traded real estate companies that engage principally in the ownership of Real Estate used for Retail Uses or office uses, provided that the aggregate amount of such Investment shall not exceed $25,000,000.00. Notwithstanding anything in this Agreement to the contrary, the Borrower will not permit the sum of (i) Investments pursuant to Section 8.3(i), PLUS (ii) Construction in Progress pursuant to Section 8.9, PLUS (c) its direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Servicesindirect interests in Land Assets pursuant to Section 9.6, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000thirty-five percent (35%) of Borrower's Adjusted Consolidated Total Assets.

Restrictions on Investments. The Borrower Each of the Borrowers will not, and will not permit any of the other Transaction Parties its Controlled Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrowersuch Borrower or its Controlled Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000; (cd) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Xxxxx'x Investors Service, Inc. or by Standard & Poor's Corporation at not less than "P 12" if then rated by Moodx'x Xxxestors ServicesXxxxx'x Investors Service, Inc., and not less than "A 1" 2", if then rated by Standard and & Poor's's Corporation; (de) mutual funds mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which invest solely at the time of purchase are rated by Xxxxx'x Investors Service, Inc. or by Standard & Poor's Corporation at not less than "AA" if then rated by Xxxxx'x Investors Service, Inc. and not less than "AA" if then rated by Standard & Poor's Corporation; (f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and (c); or (e) Investments existing on with banks described in the date hereof and listed on SCHEDULE 9.3 hereto; foregoing subsection (fc) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000500,000,000; (g) Investments shares of so-called "money market funds" registered with respect to Indebtedness permitted by ss.9.1(i)(iii)the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000; (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss. (i) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not Property (excluding Partial Interests) and subject to exceed $10,000,000 in the aggregate at any time outstanding; (j) marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(aSection 8.3(i), (b), (c), (d) Non-Controlled Subsidiaries and (k); and (k) mutual funds investing in marketable direct or guaranteed obligations Controlled Subsidiaries of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. a Borrower existing as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000.July 31,1997;

Restrictions on Investments. The Borrower None of the Borrowers will, nor will not, and will not permit any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from or Canada, or marketable obligations of any instrumentality or agency thereof, the date payment of purchase the principal and interest of which is unconditionally guaranteed by the BorrowerUnited States of America or Canada; (b) demand deposits, certificates of depositdeposit or other obligations issued by, bankers acceptancesor bankers’ acceptances of, money market deposits and time deposits any bank or trust company organized under the laws of Brazil, Singapore, the Federal Republic of Germany, France, the United Kingdom, Japan, Canada or the United States of America or any of the Banks state thereof (including foreign branches of any of the Bankssuch bank or trust company) or other United States banks and having total assets capital, surplus and undivided profits in excess of $1,000,000,000100,000,000; (c) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any state thereof with a maturity not in excess of 270 days from the date of acquisition thereof and that at the time of purchase have been rated and the ratings for which are not less than "“P 1" 2” if rated by Moodx'x Xxxestors Services, Inc.Xxxxx’x, and not less than "“A 1" 2” if rated by Standard and Poor'sS&P; (d) mutual funds In the case of any foreign Subsidiary, but only with respect to countries in which invest solely in such Subsidiary exists, such Investments of a comparable quality and term to the types of other Investments described in ss.9.3(apermitted by clauses (a), (b) and (c)) of this §9.3 as are usually made in the jurisdiction or jurisdictions in which the business of such foreign Subsidiary is principally conducted by prudent corporate investors in like circumstances; (e) Investments (including debt obligations and capital stock) received in connection with the bankruptcy or reorganization of suppliers and customers and in settlement of delinquent obligations of, and other disputes with, customers and suppliers arising in the ordinary course of business; (f) Investments existing on the date hereof in Subsidiaries; and other Investments existing on the date hereof and listed on SCHEDULE Schedule 9.3 hereto; (f) Investments consisting of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000; (g) Investments by BGI in Subsidiaries, including such Investments existing on the date hereof, not to exceed in the aggregate fifteen percent (15%) of Consolidated Total Assets; provided that the above limitation shall not apply with respect to Indebtedness (x) Investments made in order to effect acquisitions permitted by ss.9.1(i)(iii)under §9.5 or (y) Investments in Xxxxxx Switzerland or (z) Investments in Guarantors; and provided further that notwithstanding any provision set forth in this §9.3 to the contrary, (I) Investments in the Gibraltar Subsidiary shall be limited to $100,000, and (II) Investments in the Luxembourg Subsidiaries, other than amounts being held for application to the account of BGI or Xxxxxx Switzerland, shall be limited to $100,000; (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss.acquisitions under §9.5; (i) (A) Investments by Subsidiaries of BGI in BGI, provided that any Investment by Subsidiaries in BGI must be an equity Investment or expressly subordinated to the prior payment in full in cash of all Obligations on terms disclosed to and reasonably acceptable to the Administrative Agent prior to the incurrence thereof; and (B) Investments by Subsidiaries of BGI in other Subsidiaries of BGI; (j) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 2,000,000 in the aggregate at any time outstanding; (jk) marketable direct Investments in joint ventures; provided that the operation to be invested in is in a similar or guaranteed obligations of United States municipalities related business and provided further that are rated by Standard and Poor's and Moodx'x Investors Servicesafter giving effect to such joint venture, Inc. as investment grade and that mature within five the Borrowers shall be in compliance, on a pro forma historical basis, with all financial covenants; (5l) years Investments arising from payments under the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower BGI Guaranty or any Guaranty executed and delivered pursuant to §6.1 of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k)this Credit Agreement; and (km) mutual funds investing Investments by BGI in marketable direct or guaranteed obligations Capital Stock of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Servicesany Person, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,00030,000,000 outstanding at any time.

Restrictions on Investments. The Borrower Borrowers will not, and will not permit any of the other Transaction Parties their respective Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrowersuch Borrower or its Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000; (cd) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Moodx'x Xxxestors Service, Inc. or by Standard & Poor's Corporation at not less than "P 1" if then rated by Moodx'x Xxxestors ServicesService, Inc., and not less than "A 1" ", if then rated by Standard and & Poor's's Corporation; (de) mutual funds mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which invest solely at the time of purchase are rated by Moodx'x Xxxestors Service, Inc. or by Standard & Poor's Corporation at not less than "Aa" if then rated by Moodx'x Xxxestors Service, Inc. and not less than "AA" if then rated by Standard & Poor's Corporation; (f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and (c); or (e) Investments existing on with banks described in the date hereof and listed on SCHEDULE 9.3 hereto; foregoing subsection (fc) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000500,000,000; (g) Investments shares of so-called "money market funds" registered with respect to Indebtedness permitted by ss.9.1(i)(iii)the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000; (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 investments in fee interests in Real Estate utilized principally for multifamily housing, including earnxxx xxxey deposits relating thereto and Investments otherwise permitted by ss.transaction costs; (i) subject to the terms of this Agreement, Investments consisting in Subsidiaries of loans such Borrower existing as of the date hereof, and advances to employees for moving, entertainment, travel and other similar expenses Investments in the ordinary course new Subsidiaries of business not to exceed $10,000,000 in the aggregate at any time outstanding; (j) marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from WDOP created after the date of purchase by this Agreement; provided that in no event shall the Borrower, aggregate of such Investments in an amount not to new Subsidiaries created after the date of this Agreement exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty ten percent (5010%) of Waldxx'x Xxxsolidated Total Assets, and provided further that in no event shall such Investments in the form of note receivables from all Investments made by Subsidiaries whenever created (including the Borrower or any of the other Transaction Parties under ss.9.3(a), principal amount payable pursuant to such notes) exceed ten percent (b), (c), (d10%) and (k); and (k) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000.of

Restrictions on Investments. The Neither the Borrower will, nor will not, and will not it permit any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerBorrower or such Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and not less than "A 1" if rated by Standard and Poor's100,000,000; (d) mutual funds which invest solely commercial paper assigned the highest rating by two or more national credit rating agencies and maturing not more than ninety (90) days from the date of creation thereof; (e) bonds or other obligations having a short term unsecured debt rating of not less than A-1+ by S&P and P-1+ by Xxxxx’x and having a long term debt rating of not less than A by S&P and A1 by Xxxxx’x issued by or by authority of any state of the United States, any territory or possession of the United States, including the Commonwealth of Puerto Rico and agencies thereof, or any political subdivision of any of the foregoing; (f) repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and or (c); ) with banks described in the foregoing subsection (ec) Investments existing on the date hereof and listed on SCHEDULE 9.3 hereto; (f) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000500,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000;and (g) Investments shares of so-called “money market funds” registered with respect to Indebtedness permitted by ss.9.1(i)(iii); (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss. (i) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstanding; (j) marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of the other Transaction Parties SEC under ss.9.3(a), (b), (c), (d) and (k); and (k) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and or other registered investment company that qualifies as a “money market fund” under Rule 2a-7 of the SEC, or any successor thereto which have total assets in an aggregate amount not to exceed excess of $5,000,00050,000,000.

Restrictions on Investments. The Neither any Borrower will, nor will not, and will not it permit any Guarantor or any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrowerany Borrower or its Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under 100,000,000.00; provided, however, that the laws aggregate amount at any time so invested with any single bank having total assets of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and $1,000,000,000.00 will not less than "A 1" if rated by Standard and Poor'sexceed $200,000.00; (d) mutual funds which invest solely in commercial paper assigned the types highest rating by two (2) or more national credit rating agencies and maturing not more than ninety (90) days from the date of Investments described in ss.9.3(a), (b) and (c)creation thereof; (e) Investments existing on bonds or other obligations having a short term unsecured debt rating of not less than A-1+ by S&P and P-1+ by Xxxxx’x and having a long term debt rating of not less than A by S&P and A1 by Xxxxx’x issued by or by authority of any state of the date hereof United States, any territory or possession of the United States, including the Commonwealth of Puerto Rico and listed on SCHEDULE 9.3 heretoagencies thereof, or any political subdivision of any of the foregoing; (f) Investments consisting repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in Section 8.3(a), 8.3(b) or 8.3(c) with banks described in Section 8.3(c) or with financial institutions or other corporations having total assets in excess of $500,000,000.00; and (g) shares of so-called “money market funds” registered with the Guaranties SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in Sections 8.3(a) through 8.3(f) and have total assets in excess of $50,000,000.00. (h) the acquisition or Investments ownership of fee or leasehold interests by the any Borrower or its Subsidiaries in (i) any Real Estate which is utilized for Senior Care Properties located in the continental United States or the District of the GuarantorsColumbia and businesses and investments incidental thereto, and (ii) Hadco FSC subject to the restrictions set forth in an aggregate amount not this Section 8, the acquisition of fee Land Assets to exceed $2,000,000be developed for the foregoing purpose; or provided, however, that (iiii) New Zycon in an aggregate amount not the development of Villa Units on any Collateral Property is subject to exceed $50,000compliance with clause (c) of the definition of Borrowing Base Availability and the other applicable provisions of this Agreement and (ii) Parent and its Subsidiaries may fund new development of Villa Units only at Collateral Properties listed on Schedule 1.1(d), at other Collateral Properties as approved by Administrative Agent and the Required Lenders and at HUD Properties; (g) Investments with respect to Indebtedness permitted by ss.9.1(i)(iii); (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss. (i) Investments consisting Parent and its Subsidiaries may (A) hold the Equity Interests of loans their respective Subsidiaries in existence as of the Initial Funding Date, (B) acquire certain Subsidiaries of THS pursuant to the Acquisition and advances to employees (C) form Wholly-Owned Domestic Subsidiaries after the Initial Funding Date, in each case, so long as such Subsidiary is a HUD Owner or will own Real Estate that will become a Collateral Property and such Borrower and such Subsidiary comply with Section 7.20, as applicable; provided, however, that in no event shall any HUD Owner have any right, title or interest in any assets other than such rights, titles and interests expressly described for moving, entertainment, travel and other similar expenses such HUD Owner in the ordinary course definition of business not to exceed $10,000,000 in the aggregate at any time outstandingHUD Financing Conditions; (j) marketable direct or guaranteed obligations of United States municipalities Borrowers may make additional Investments in their Wholly-Owned Domestic Subsidiaries that are rated Loan Parties; (k) Investments in Land Assets; (l) Investments in any Real Estate for Development Properties of the type described in Section 8.3(h)(i) owned or acquired by Standard Parent or a Subsidiary thereof and Poor's on which such Person is pursuing construction of one or more buildings for use as a Senior Care Property; (m) Investments in joint ventures, provided that the aggregate value of such Investments, determined in accordance with GAAP, of Parent and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount its Subsidiaries on a Consolidated basis shall not to exceed $2,000,000 from at any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty time ten percent (5010%) of all the Consolidated Total Asset Value at any time; (n) amounts owed under the Leases with OpCo Affiliates; (o) Investments made by the Borrower or any of the other Transaction Parties resulting from pledges and deposits permitted under ss.9.3(aSections 8.2(ii), (b), (c), (dix) and (kxi); and (kp) mutual funds investing advances by Borrowers or their respective Subsidiaries in marketable direct the form of a prepayment of expenses, so long as such expenses are being paid in accordance with customary trade terms of Borrowers or guaranteed obligations their respective Subsidiaries. Notwithstanding the foregoing, in no event shall the aggregate value of United States municipalities that are rated by Standard the holdings of Borrowers, any Guarantor and Poor's their respective Subsidiaries in the Investments described in Sections 8.3(h)(ii), 8.3(k) and Moodx'x Xxxestors Services8.3(l), Inc. as investment grade and that mature within based on undepreciated book value, determined in accordance with GAAP, exceed five percent (5%) years from of Consolidated Total Asset Value. For the date avoidance of purchase by the Borrowerdoubt, Borrowers and their Subsidiaries shall only own fee interests in an amount not to exceed $2,000,000 from any mutual fund Real Estate and in an aggregate amount not to exceed $5,000,000no leasehold interests.

Restrictions on Investments. The Borrower will shall not, and will shall not permit any of the other Transaction Parties Pool Owner to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerBorrower or any Pool Owner; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000; (cd) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Mxxxx’x or by S&P at not less than "“P 1" ” if then rated by Moodx'x Xxxestors Services, Inc.Mxxxx’x, and not less than "“A 1" ”, if then rated by Standard and Poor'sS&P; (de) mutual funds mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which invest solely at the time of purchase are rated by Mxxxx’x or by S&P at not less than “Aa” if then rated by Mxxxx’x and not less than “AA” if then rated by S&P, such investment, when aggregated with the Investments set forth in § 8.3(k), not to exceed five percent (5%) of Gross Asset Value; (f) repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and (c); or (e) Investments existing on with banks described in the date hereof and listed on SCHEDULE 9.3 hereto; foregoing subsection (fc) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000500,000,000; (g) Investments shares of so-called “money market funds” registered with respect to Indebtedness permitted by ss.9.1(i)(iii)the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000; (h) Investments consisting the acquisition of promissory notes received as proceeds fee interests or long-term ground lease interests by Borrower or any Pool Owner in (i) Real Estate which is utilized for income-producing Data Center Properties located in the continental United States or the District of asset dispositions permitted by ss.9.5.3 Columbia and Investments otherwise permitted by ss.businesses and investments incidental thereto, and (ii) subject to the restrictions set forth in this § 8.3, the acquisition of Land Assets to be developed for the foregoing purposes and Development Properties to be used for the purposes set forth in § 8.3(h)(i); (i) Investments consisting by Borrower in wholly-owned Subsidiaries of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstandingBorrower; (j) marketable direct or guaranteed obligations of United States municipalities Investments in Land Assets, provided that are rated by Standard the aggregate Investment therein shall not exceed seven and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty half percent (507.5%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); andGross Asset Value; (k) mutual funds investing Investments in marketable direct mortgages or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount notes receivable not to exceed $2,000,000 from five percent (5%) of Gross Asset Value; (l) Investments in Development Projects, provided that the aggregate Investment therein shall not exceed thirty percent (30%) of the Gross Asset Value; (m) Investments in non-wholly owned Subsidiaries and Unconsolidated Affiliates, provided that the aggregate Investment therein shall not exceed twenty percent (20%) of Gross Asset Value; (n) Investments in assets located outside the United States, provided that the aggregate Investment therein shall not exceed ten percent (10%) of the Gross Asset Value; (o) Investments (i) in equipment which will be incorporated into the development of Data Center Properties, (ii) with utility companies to bring critical power to Data Center Properties, and (iii) with fiber optic companies to bring fiber optics to Data Center Properties. Notwithstanding the foregoing, in no event shall the aggregate value of the holdings of Borrower and Pool Owners in the Investments described in § 8.3(j)-(n) exceed forty percent (40%) of Gross Asset Value at any mutual fund time; provided, however, that exceeding the thresholds described in this paragraph and in an aggregate amount § 8.3(j)-(n) above, shall not to exceed $5,000,000constitute a Default or Event of Default, but rather such excess shall be deducted from Gross Asset Value. For the purposes of this § 8.3, the Investment of Borrower or Pool Owners in any non-Wholly Owned Subsidiaries and Unconsolidated Affiliates will equal (without duplication) the sum of (i) such Person’s pro rata share of their Unconsolidated Affiliate’s Investment in Land Assets; plus (ii) such Person’s pro rata share of any other Investments valued at the GAAP book value.

Restrictions on Investments. The Neither the Borrower will, nor will not, and will not it permit any Guarantor or any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments inInvestments: (a) in marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerBorrower or its Subsidiary; (b) in marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) in demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and not less than "A 1" if rated by Standard and Poor's100,000,000.00; (d) mutual funds which invest solely in commercial paper assigned the types highest rating by two (2) or more national credit rating agencies and maturing not more than ninety (90) days from the date of Investments described in ss.9.3(a), (b) and (c)creation thereof; (e) Investments existing on in bonds or other obligations having a short term unsecured debt rating of not less than A-1+ by S&P and P-1+ by Xxxxx’x and having a long term debt rating of not less than A by S&P and A1 by Xxxxx’x issued by or by authority of any state of the date hereof United States, any territory or possession of the United States, including the Commonwealth of Puerto Rico and listed on SCHEDULE 9.3 heretoagencies thereof, or any political subdivision of any of the foregoing; (f) Investments consisting in repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the foregoing §8.3(a), 8.3(b) or 8.3(c) with banks described in the foregoing §8.3(c) or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000500,000,000.00; (g) Investments in shares of so-called “money market funds” registered with respect to Indebtedness permitted by ss.9.1(i)(iii)the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing §§8.3(a) through 8.3(f) and have total assets in excess of $50,000,000.00; (h) Investments consisting of promissory notes received as proceeds the acquisition of asset dispositions permitted fee or leasehold interests by ss.9.5.3 the Borrower or its Subsidiaries in (i) Real Estate which is utilized for Medical Properties located in the continental United States or the District of Columbia and Investments otherwise permitted by ss.businesses and investments incidental thereto, and (ii) subject to the restrictions set forth in this §8.3, the acquisition of Land Assets to be developed for the foregoing purpose; (i) Investments by the Borrower and its Wholly-Owned Subsidiaries in Subsidiaries that are directly or indirectly one hundred percent (100%) owned by such Person or jointly with the Borrower or its Wholly-Owned Subsidiaries; (j) in Land Assets, provided that the aggregate Investment therein shall not exceed five percent (5%) of Consolidated Total Asset Value; (k) in (i) Mortgage Note Receivables secured by properties of the type described in §8.3(h)(i) and (ii) mezzanine notes and other promissory notes secured by properties of the type described in §8.3(h)(i) or Equity Interests of Persons holding such properties, provided that the aggregate Investment under this clause (k) shall not exceed fifteen percent (15%) of Consolidated Total Asset Value; (l) in non-Wholly-Owned Subsidiaries and Unconsolidated Affiliates to purchase properties of the type described in §8.3(h)(i), provided that the aggregate Investment therein shall not exceed fifteen percent (15%), in each case, of Consolidated Total Asset Value; provided, further, that the foregoing proviso shall not apply in the event the Borrower owns ninety percent (90%) or more of the Equity Interests of such Person and is the controlling member thereof; and (m) in Development Properties for properties of the type described in §8.3(h)(i), provided that the aggregate construction and development budget for Development Properties (including land) shall not exceed ten percent (10%) of Consolidated Total Asset Value; (n) consisting of loans and advances to officers, directors and employees of the Borrower and Subsidiaries for movingtravel, entertainment, travel relocation and other similar expenses analogous ordinary business purposes; (o) in connection with a merger, consolidation or stock acquisition pursuant to §8.4, (i) made in the ordinary course of business and subject to the other investment limits contained in this §8.3, constituting all of the Equity Interests of any Person the assets of which (other than immaterial assets) constitute real property assets and which Investments do not constitute or include the assumption of Indebtedness of such Person or a guarantee of Indebtedness of such Person (in each case other than Non-Recourse Indebtedness) or (ii) all of the Equity Interests in any other Person so long as (A) unless the assets of such Person (other than immaterial assets) constitute real property assets, the Borrower shall have given the Agent and the Lenders at least 30 days’ prior written notice of such Investment; (B) immediately prior thereto, and immediately thereafter and after giving effect thereto, no Default or Event of Default has occurred or would result therefrom and (C) prior to exceed $10,000,000 in consummating such Investment, the aggregate at any time outstanding; (j) marketable direct or guaranteed obligations Borrower shall have delivered to the Agent for distribution to each of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Servicesthe Lenders a Compliance Certificate, Inc. as investment grade and that mature within five (5) years from calculated on a pro forma basis based on information then available to the date of purchase Borrower, evidencing the continued compliance by the Borrower, Guarantors and Approved JVs with the terms and conditions of this Agreement and the other Loan Documents, including, without limitation, the financial covenants contained in an amount §9, after giving effect to such Investment; (p) in readily marketable common shares, preferred shares or senior notes issued by publicly traded companies (which Investments may be made through mutual funds), provided that the aggregate Investment therein shall not to exceed $2,000,000 from any one issuing municipality two and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty one-half percent (502.5%) of all Consolidated Total Asset Value; (q) in other Cash Equivalents; (r) in other short term liquid Investments made approved in writing by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k)Agent; and (ks) mutual funds investing in marketable direct or guaranteed obligations guaranties of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date Indebtedness of purchase by the Borrower, Guarantors or any of their respective Subsidiaries permitted under §8.1. Notwithstanding the foregoing, in an amount not no event shall the aggregate value of the holdings of the Borrower, any Guarantor and their respective Subsidiaries in the Investments described in §8.3(j), (k), (l) (unless, for the avoidance of doubt, excluded pursuant to the proviso therein) and (m) exceed $2,000,000 from twenty percent (20%) of Consolidated Total Asset Value at any mutual fund time. For the purposes of this §8.3, the Investment of REIT or any of its Subsidiaries in any non-Wholly-Owned Subsidiaries and Unconsolidated Affiliates will equal (without duplication) the sum of (i) such Person’s pro rata share of Development Property of their non-Wholly-Owned Subsidiaries and Unconsolidated Affiliates, plus (ii) such Person’s pro rata share of their non-Wholly-Owned Subsidiaries and Unconsolidated Affiliates’ Investment in an aggregate amount not to exceed $5,000,000Land Assets; plus (iii) such Person’s pro rata share of any other Investments valued at the lower of GAAP book value or market value.

Restrictions on Investments. The Borrower will Grand Parent and the --------------------------- Company shall not, and will shall not permit any of the other Transaction Parties Omnipoint Entity to, make or permit to exist or to remain outstanding any Investment except for Investments inexcept: (a) marketable Investments in Rate Hedging Agreements in a notional principal amount on any date not to exceed the aggregate principal amount of Indebtedness of the Company accruing interest at a floating rate, and only so long as the purpose of such Investments shall be to hedge such floating-rate interest and shall not be to speculate on interest rates; (b) Investments in commercial paper maturing in 90 days or less from the date of issuance which, at the time of acquisition thereof, is accorded a rating of A1 or better by Standard & Poor's Ratings Group or P1 or better by Xxxxx'x Investors Service, Inc. or an equivalent rating by another nationally recognized credit-rating agency of similar standing; (c) Investments in (i) direct obligations of, or obligations guaranteed obligations by, the United States of America or any agency that constitutes a full-faith and- credit obligation of the United States of America that mature within one (1) year America, in any case maturing in 12 months or less from the date of purchase acquisition thereof, and (ii) repurchase agreements fully secured by underlying securities of the Borrowertype described in clause (i) and issued by a bank or trust company meeting the requirements of Section 10.4(d); (bd) demand deposits, Investments in certificates of deposit, bankers acceptances, money market deposits and time deposits deposit maturing within six months from the date of any of the Banks issuance thereof (including branches of any of the Banksi) or other United States banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation bank or trust company organized and existing under the laws of the United States of America or any state thereof that thereof, having capital, surplus and undivided profits aggregating at least $500,000,000 and whose long-term certificates of deposit are, at the time of purchase have been acquisition thereof, rated and the ratings for which are not less than "P 1" if rated AA or better by Moodx'x Xxxestors ServicesStandard & Poor's Ratings Group or AA or better by Xxxxx'x Investors Service, Inc., and not less than "A 1" if rated or (ii) issued by Standard and Poor's; (d) mutual funds which invest solely in the types of Investments described in ss.9.3(a), (b) and (c)any Holder; (e) Investments in money-market funds (other than single-state funds) that make investments in accordance with the regulations of the Securities and Exchange Commission under the Investment Company Act of 1940, as amended; (f) Loans or advances (other than loans and advances to officers, directors and employees to be used to exercise options with respect to the Grand Parent's stock) not to exceed [*] in the aggregate outstanding at any time in the usual and ordinary course of business to officers, directors and employees for expenses (including moving expenses related to a transfer) incidental to carrying on the business of the Omnipoint Entities; (g) Investments existing on the date hereof and listed on SCHEDULE 9.3 hereto;Schedule 7.4 to the Loan Agreement; and (fh) Investments in the License Subsidiary by the Company consisting of the Guaranties or Investments (x) all FCC Licenses held by the Borrower in (i) any of the GuarantorsCompany, (iiy) Hadco FSC a capital contribution in an aggregate amount not to exceed $2,000,000; or [*] (iiiincluding any previous contribution in connection therewith) New Zycon in an aggregate amount not connection with the organization thereof and (z) capital contributions to exceed $50,000the License Subsidiary to the extent necessary to service scheduled principal and amortization of the Indebtedness owed to the FCC; (g) Investments with respect to Indebtedness permitted by ss.9.1(i)(iii); (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss. (i) Provided that no Default is in existence (except with regard to Post Default Investments) or would result therefrom, Investments consisting by Grand Parent and any of loans and advances to employees for movingits directly or indirectly owned Subsidiaries; pro vided that Investments in indirectly owned Subsidiaries shall be made by way of a direct Investment in either OHI or Parent, entertainment, travel and other similar expenses which in the ordinary course turn may make corresponding Investments in any of business not to exceed $10,000,000 in the aggregate at any time outstandingOHI's or Parent's respective Subsidiaries; (j) marketable direct Investments by Grand Parent or guaranteed obligations of United States municipalities that the Company in OHI (and the corresponding Investment by OHI) which are rated earmarked for Investments by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, OHI in joint ventures with other Persons in an amount not to exceed $2,000,000 from [*] at any one issuing municipality and in time; provided that such amount shall be --------------------------------------------------------------------------- * CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SEC increased by an aggregate amount not equal to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any [*] of the other Transaction Parties under ss.9.3(a)cumulative Net Cash Proceeds of any and all equity capital raised by Grand Parent from and after the Closing Date through and including any such date of determination, up to a limit of [*] less any previous Investments in joint ventures pursuant to this clause (b), (c), (dj) which subsequently become Subsidiaries of Grand Parent and are in substan tially the same line of business as any one or more Omnipoint Entities; provided further that such [*] limit shall not apply at any time after which EBITDA for the previous 12 consecutive months exceeds [*]; (k)) Transfers of assets of a Non-Party Subsidiary to another Omnipoint Entity; (l) Loans or advances to Grand Parent by another Omnipoint Entity used for the purposes set forth in Section 10.5; and (km) mutual funds investing in marketable direct or guaranteed obligations Seller take-back financing with respect to any dispositions of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date assets of purchase by the Borrower, in an amount not any Omnipoint Entity permitted pursuant to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000Section 10.6 hereof.

Restrictions on Investments. The Borrower (a) No Credit Party will not, and will not permit any of the other Transaction Parties to, make or permit to exist or to remain outstanding any Investment except for Investments in: (ai) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerBorrower or Subsidiary Guarantor; (bii) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (iii) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000; (civ) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Xxxxx’x Investors Service, Inc. or by Standard & Poor’s Corporation at not less than "“P 1" ” if then rated by Moodx'x Xxxestors ServicesXxxxx’x Investors Service, Inc., and not less than "“A 1" ”, if then rated by Standard and & Poor's’s Corporation; (dv) mutual funds which invest solely repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (i), (biv) and (c)vi) with banks described in the foregoing subsection (iii) or with financial institutions or other corporations having total assets in excess of $500,000,000; (evi) Investments existing on shares of so-called “money market funds” registered with the date hereof SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (i) through (iv) and listed on SCHEDULE 9.3 heretohave total assets in excess of $50,000,000; (fvii) the acquisition of fee interests or long-term ground lease interests by Borrower or Subsidiary Guarantor or other Subsidiaries (directly or indirectly) in real estate and investments incidental thereto, any and all construction and development related thereto; (viii) Investments consisting of by the Guaranties or REIT Guarantor in the Borrower, and Investments by the Borrower (directly or indirectly) in (i) any Subsidiaries of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000Borrower; (gix) Investments with respect which constitute Indebtedness to the extent such Indebtedness is permitted by ss.9.1(i)(iii)pursuant to §8.1; (hb) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss. (i) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstanding; (j) marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); and (k) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000.RESERVED:

Restrictions on Investments. The Borrower None of the Borrowers will, nor will not, and will not permit any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from or Canada, or marketable obligations of any instrumentality or agency thereof, the date payment of purchase the principal and interest of which is unconditionally guaranteed by the BorrowerUnited States of America or Canada; (b) demand deposits, certificates of depositdeposit or other obligations issued by, bankers acceptancesor bankers’ acceptances of, money market deposits and time deposits any bank or trust company organized under the laws of Brazil, Singapore, the Federal Republic of Germany, France, the United Kingdom, Japan, Canada or the United States of America or any of the Banks state thereof (including foreign branches of any of the Bankssuch bank or trust company) or other United States banks and having total assets capital, surplus and undivided profits in excess of $1,000,000,000100,000,000; (c) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any state thereof with a maturity not in excess of 270 days from the date of acquisition thereof and that at the time of purchase have been rated and the ratings for which are not less than "“P 1" 2” if rated by Moodx'x Xxxestors Services, Inc.Xxxxx’x, and not less than "“A 1" 2” if rated by Standard and Poor'sS&P; (d) mutual funds In the case of any foreign Subsidiary, but only with respect to countries in which invest solely in such Subsidiary exists, such Investments of a comparable quality and term to the types of other Investments described in ss.9.3(apermitted by clauses (a), (b) and (c)) of this §9.3 as are usually made in the jurisdiction or jurisdictions in which the business of such foreign Subsidiary is principally conducted by prudent corporate investors in like circumstances; (e) Investments (including debt obligations and capital stock) received in connection with the bankruptcy or reorganization of suppliers and customers and in settlement of delinquent obligations of, and other disputes with, customers and suppliers arising in the ordinary course of business; (f) Investments existing on the date hereof in Subsidiaries; and other Investments existing on the date hereof and listed on SCHEDULE Schedule 9.3 hereto; (f) Investments consisting of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000; (g) Investments by BGI in Subsidiaries, including such Investments existing on the date hereof, not to exceed in the aggregate fifteen percent (15%) of Consolidated Total Assets; provided that the above limitation shall not apply with respect to Indebtedness (x) Investments made in order to effect acquisitions permitted by ss.9.1(i)(iii)under §9.5 or (y) Investments in Xxxxxx Switzerland or (z) Investments in Guarantors; and provided further that notwithstanding any provision set forth in this §9.3 to the contrary, (I) Investments in the Gibraltar Subsidiary shall be limited to $100,000, and (II) Investments in the Luxembourg Subsidiaries, other than amounts being held for application to the account of BGI or Xxxxxx Switzerland, shall be limited to $100,000; (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss.acquisitions under §9.5; (i) (A) Investments by Subsidiaries of BGI in BGI, provided that any Investment by Subsidiaries in BGI must be an equity Investment or expressly subordinated to the prior payment in full in cash of all Obligations on terms disclosed to and reasonably acceptable to the Administrative Agent prior to the incurrence thereof; and (B) Investments by Subsidiaries of BGI in other Subsidiaries of BGI; (j) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 2,000,000 in the aggregate at any time outstanding; (jk) marketable direct Investments in joint ventures; provided that the operation to be invested in is in a similar or guaranteed obligations of United States municipalities related business and provided further that are rated by Standard and Poor's and Moodx'x Investors Servicesafter giving effect to such joint venture, Inc. as investment grade and that mature within five the Borrowers shall be in compliance, on a pro forma historical basis, with all financial covenants; (5l) years Investments arising from payments under the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower BGI Guaranty or any Guaranty executed and delivered pursuant to §6.1 of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); andthis Credit Agreement; (km) mutual funds investing Investments by BGI in marketable direct or guaranteed obligations Capital Stock of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Servicesany Person, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,00030,000,000 outstanding at any time; (n) Investments in respect of Restricted Payments permitted pursuant to §9.4; and (o) Investments by BGI arising from the repurchase or conversion of Subordinated Debt in compliance with §9.4.

Restrictions on Investments. The Borrower (a) Neither the Borrowers nor any other Credit Party will not, and will not permit any of the other Transaction Parties to, make or permit to exist or to remain outstanding any Investment except for Investments in: (ai) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerParent Borrower or Subsidiary Credit Party; (bii) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (iii) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000; (civ) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Xxxxx’x Investors Service, Inc. or by Standard & Poor’s Corporation at not less than "“P 1" ” if then rated by Moodx'x Xxxestors ServicesXxxxx’x Investors Service, Inc., and not less than "“A 1" ”, if then rated by Standard and & Poor's’s Corporation; (dv) mutual funds which invest solely repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (i), (biv) and (c)vi) with banks described in the foregoing subsection (iii) or with financial institutions or other corporations having total assets in excess of $500,000,000; (evi) Investments existing on shares of so-called “money market funds” registered with the date hereof SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (i) through (iv) and listed on SCHEDULE 9.3 heretohave total assets in excess of $50,000,000; (fvii) Investments consisting the acquisition of the Guaranties fee interests or Investments long-term ground lease interests by the a Borrower (directly or indirectly) in (i) real estate and investments incidental thereto, any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000and all construction and development related thereto; (gviii) Investments with respect to Indebtedness permitted by ss.9.1(i)(iii)Parent Borrower (directly or indirectly) in Subsidiaries of Parent Borrower; (hix) Investments consisting of promissory notes received as proceeds of asset dispositions which constitute Indebtedness to the extent such Indebtedness is permitted by ss.9.5.3 and Investments otherwise permitted by ss. (i) Investments consisting of loans and advances pursuant to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstanding§8.1; (jx) marketable direct Investments in (A) preferred equity (including preferred limited partnership interests) in entities owning, directly or guaranteed obligations indirectly, real estate projects and/or (B) mezzanine loans issued to entities owning, directly or indirectly, real estate projects; (xi) Investments in real estate including the acquisition of United States municipalities entities (or interest therein) that are rated by Standard either publicly traded or privately held that own, manage, develop or construct commercial real estate including without limitation REITs and Poor's other real estate related entities such as private real estate funds, real estate management companies, real estate development companies and Moodx'x Investors Servicesdebt funds, Inc. as investment grade acquisition of real estate preferred securities or preferred equity investments and that mature within five (5) years from the date of purchase by the Borrowerother equity interests, including common stock in an amount not companies related directly or indirectly to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k)real estate; and (kxii) mutual funds investing real estate debt of any kind or nature whatsoever, either directly or indirectly, including but not limited to origination of and participation in marketable direct or guaranteed commercial real estate loans, mortgage notes, collateralized mortgage notes, collateralized mortgage back securities and collateralized debt obligations of United States municipalities that are rated (including any subordinated promissory notes secured by Standard real estate), and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five mezzanine loans. (5b) years from the date of purchase The Parent Borrower shall not permit Investments (“Restricted Investments”) by the BorrowerParent Borrower and/or the REIT Guarantor or any of their Subsidiaries to be outstanding at any one time with Value in excess of the following percentage of Total Asset Value: Unimproved Land 5 % 10 % “Ground up” construction and “ground up” Development Projects or mezzanine loans/Preferred Equity Investments therein 25 % 30 % Mortgage Loans 10 % 10 % Aggregate Restricted Investments 30 % 35 % If the Restricted Investments exceed the respective Level A maximums in the table above, Total Asset Value shall be reduced for the amount of such excess for purposes of calculating the financial covenants under §9 below. If the Restricted Investments exceed the respective Level B maximums in the table above, such occurrence shall constitute an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000Event of Default.

Restrictions on Investments. The Borrower (a) No Credit Party will not, and will not permit any of the other Transaction Parties to, make or permit to exist or to remain outstanding any Investment except for Investments in: (ai) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerBorrower or Subsidiary Guarantor; (bii) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (iii) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000; (civ) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Xxxxx’x Investors Service, Inc. or by Standard & Poor’s Corporation at not less than "“P 1" ” if then rated by Moodx'x Xxxestors ServicesXxxxx’x Investors Service, Inc., and not less than "“A 1" ”, if then rated by Standard and & Poor's’s Corporation; (dv) mutual funds which invest solely repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (i), (biv) and (c)vi) with banks described in the foregoing subsection (iii) or with financial institutions or other corporations having total assets in excess of $500,000,000; (evi) Investments existing on shares of so-called “money market funds” registered with the date hereof SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (i) through (iv) and listed on SCHEDULE 9.3 heretohave total assets in excess of $50,000,000; (fvii) the acquisition of fee interests or long-term ground lease interests by Borrower or Subsidiary Guarantor or other Subsidiaries (directly or indirectly) in real estate and investments incidental thereto, any and all construction and development related thereto; (viii) Investments consisting of by the Guaranties or REIT Guarantor in the Borrower, and Investments by the Borrower (directly or indirectly) in (i) any Subsidiaries of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000Borrower; (gix) Investments with respect which constitute Indebtedness to the extent such Indebtedness is permitted by ss.9.1(i)(iii)pursuant to §8.1; (hb) The Borrower shall not permit Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss.the Borrower and/or the REIT Guarantor or the REIT Guarantor’s Subsidiaries to be outstanding at any one time which exceed the following: (i) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not unimproved land to exceed $10,000,000 in the aggregate at any time outstandingtwo and one half percent (2.5%) of Total Asset Value; (jii) marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, Investments in an amount not re-development projects to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty ten percent (5010%) of all Total Asset Value; (iii) Investments made by the Borrower or any in non-Wholly Owned Subsidiaries and Affiliates to exceed twenty percent (20%) of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); Total Asset Value and (kiv) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from Notwithstanding the date of purchase by the Borrowerforegoing, in no event shall the aggregate value of the Investments described in §8.3(b)(i) through (iii) exceed twenty percent (20%) of Total Asset Value at any time, with any violation of the foregoing ((i) through (iv)) limits not constituting an amount not to exceed $2,000,000 from Event of Default but shall result in such excess being excluded when calculating Total Asset value.. For the purposes of this §8.3, the Investment of Borrower or Subsidiary Guarantors in any mutual fund non-Wholly Owned Subsidiaries and Unconsolidated Affiliates will equal (without duplication) the sum of (i) such Person’s pro rata share of their Unconsolidated Affiliate’s Investment in an aggregate amount not to exceed $5,000,000Real Estate; plus (ii) such Person’s pro rata share of any other Investments valued at the GAAP book value.

Restrictions on Investments. The Neither the Borrower will, nor will not, and will not it permit any Guarantor or any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerREIT or its Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under 100,000,000; provided, however, that the laws aggregate amount at any time so invested with any single bank having total assets of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and $1,000,000,000 will not less than "A 1" if rated by Standard and Poor'sexceed $200,000; (d) mutual funds which invest solely in commercial paper assigned the types highest rating by two (2) or more national credit rating agencies and maturing not more than ninety (90) days from the date of Investments described in ss.9.3(a), (b) and (c)creation thereof; (e) Investments existing on bonds or other obligations having a short term unsecured debt rating of not less than A-1+ by S&P and P-1+ by Xxxxx’x and having a long term debt rating of not less than A by S&P and A1 by Xxxxx’x issued by or by authority of any state of the date hereof United States, any territory or possession of the United States, including the Commonwealth of Puerto Rico and listed on SCHEDULE 9.3 heretoagencies thereof, or any political subdivision of any of the foregoing; (f) Investments consisting repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the foregoing §§8.3(a), 8.3(b) or 8.3(c) with banks described in the foregoing §8.3(c) or with financial institutions or other corporations having total assets in excess of $500,000,000; and (g) shares of so-called “money market funds” registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing §§8.3(a) through 8.3(f) and have total assets in excess of $50,000,000. (h) The acquisition of fee interests by the Borrower or its Subsidiaries in (i) Real Estate which is utilized as a full service, select service or limited service Hotel Property located in the continental United States or the District of Columbia and businesses and investments incidental thereto, and (ii) subject to the restrictions set forth in this §8.3, following the occurrence of the Guaranties or Qualified Capital Raise, the acquisition of Land Assets to be developed for the foregoing purpose; (i) Investments by the Borrower in (i) any Wholly-Owned Subsidiaries of the GuarantorsBorrower, (ii) Hadco FSC which in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000; (g) turn own Investments with respect to Indebtedness permitted by ss.9.1(i)(iii); (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss. (i) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstandingthis §8.3; (j) marketable direct or guaranteed obligations Investments by the REIT in the General Partner and in Subsidiaries of United States municipalities Borrower as contemplated in the definition of Wholly-Owned Subsidiary; (k) Investments by General Partner in Borrower and in TRS; (l) Following the occurrence of the Qualified Capital Raise, Investments in Land Assets, provided that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within the aggregate Investment pursuant to this §8.3(l) shall not at any time exceed five percent (5%) years from of Consolidated Total Asset Value; (m) Following the occurrence of the Qualified Capital Raise, Investments in non-Wholly-Owned Subsidiaries and Unconsolidated Affiliates, which in turn own Investments permitted by this §8.3, provided that the aggregate Investment pursuant to this §8.3(m) (excluding Borrower’s Investment as of the date hereof in the Aloft Atlanta Joint Venture) shall not at any time exceed ten percent (10%) of Consolidated Total Asset Value (provided that prior to the occurrence of the Qualified Capital Raise, the Borrower may own its Investment as of the date of purchase by this Agreement in the BorrowerAloft Atlanta Joint Venture); (n) Following the occurrence of the Qualified Capital Raise, Investments in an amount Development Properties for properties of the type described in §8.3(h)(i), provided that the aggregate Investment pursuant to this §8.3(n) shall not to at any time exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty ten percent (5010%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k)Consolidated Total Asset Value; and (ko) mutual funds investing Investments in marketable direct or guaranteed obligations Mortgage Note Receivables created by seller-financing provided by Borrower with respect to any Tier II Properties included as Borrowing Base Properties existing on the date hereof, provided that the aggregate Investment pursuant to this §8.3(o) shall not exceed in the aggregate $5,000,000.00. (p) Following the occurrence of United States municipalities the Qualified Capital Raise, Investments in Mortgage Note Receivables (other than seller-financing), provided that are rated by Standard the aggregate Investment pursuant to §8.3(o) and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within this §8.3(p) shall not at any time exceed five percent (5%) years from of Consolidated Total Asset Value. Notwithstanding the foregoing, in no event shall the aggregate value of the holdings of the Borrower, any Guarantor and their Subsidiaries in the Investments described in §8.3(l), (m), (n) (o) and (p) at any time exceed twenty percent (20%) of Consolidated Total Asset Value at any time. For the avoidance of doubt, no Investments described in §8.3(l), (m) (other than the Borrower’s Investment as of the date of purchase by this Agreement in the BorrowerAloft Atlanta Joint Venture), (n) or (p) shall be permitted until the Qualified Capital Raise has occurred. For the purposes of this §8.3, the Investment of REIT or any of its Subsidiaries in an amount any non-Wholly-Owned Subsidiaries and Unconsolidated Affiliates will equal (without duplication) the sum of (i) such Person’s Equity Percentage of their non-Wholly-Owned Subsidiaries’ and Unconsolidated Affiliates’ Investments valued in the manner set forth for the determination of Consolidated Total Asset Value, or if not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000included therein, valued at the GAAP book value.

Restrictions on Investments. The Neither the Borrower nor the Guarantor will, nor will not, and will not either of them permit any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerBorrower or its Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000; (cd) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Moodx'x Xxxestors Service, Inc. or by Standard & Poor's Corporation at not less than "P 1" if then rated by Moodx'x Xxxestors ServicesService, Inc., and not less than "A 1" ", if then rated by Standard and & Poor's's Corporation; (de) mutual funds mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which invest solely at the time of purchase are rated by Moodx'x Xxxestors Service, Inc. or by Standard & Poor's Corporation at not less than "Aa" if then rated by Moodx'x Xxxestors Service, Inc. and not less than "AA" if then rated by Standard & Poor's Corporation; (f) repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and (c); or (e) Investments existing on with banks described in the date hereof and listed on SCHEDULE 9.3 hereto; foregoing subsection (fc) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000500,000,000; (g) Investments shares of so-called "money market funds" registered with respect to Indebtedness permitted by ss.9.1(i)(iii)the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000; (h) Investments consisting in Subsidiaries of promissory notes received as proceeds the Borrower or the Guarantor, but any Investment in existing Subsidiaries or new Subsidiaries after the date hereof in the aggregate in excess of asset dispositions permitted by ss.9.5.3 $30,000,000.00 shall only be made with the consent of the Majority Banks. For the purposes hereof only, [KENTWOOD, S12] and Investments otherwise permitted by ss.Ramco-Gersxxxxxx, Xxc. shall be considered Subsidiaries of the Borrower; (i) Investments consisting the acquisition of loans and advances fee interests by the Borrower in Real Estate which is utilized principally for shopping centers, and, subject to employees the restrictions set forth in Section 8.9 for movingdevelopment of new shopping centers, entertainment, travel and other similar expenses in the ordinary course acquisition of business not to exceed $10,000,000 in the aggregate at any time outstandingundeveloped Real Estate; (j) marketable direct or guaranteed obligations of subject to the restrictions set forth in Section 8.9, investments in real estate investment trusts which own real property which is used principally for fee interests in Real Estate utilized principally for shopping centers located within the United States municipalities States, provided that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from in no event shall the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) costs of all Investments made by pursuant to this Section 8.3(j) exceed the amount set forth with respect thereto in the Borrower's annual budget and business plan delivered to the Agent pursuant to Section 7.4(j); (k) Investments in joint ventures of the Borrower or any in which the ownership interests of the other Transaction Parties under ss.9.3(a)Borrower are such that such joint venture would not constitute a Subsidiary hereunder and the accounts of which are not consolidated with the accounts of Borrower, which joint ventures are engaged in the ownership of Real Estate or development activity pursuant to Section 8.9, and Investments in mortgages and notes receivables from such joint ventures, provided that in no event shall such Investments (b)including the principal amount payable pursuant to such notes) exceed $30,000,000.00 in the aggregate. For the purposes hereof, notes receivable from joint ventures shall be valued at face value (c), (d) and (ksubject to reduction as a result of payments thereon); and (kl) mutual funds investing Investments in marketable direct any common or guaranteed obligations preferred stock issued by Guarantor which has been repurchased by the Guarantor, Borrower or any of United States municipalities its Subsidiaries, provided that are rated by Standard and Poorin no event shall such Investments exceed in the aggregate $10,000,000.00 (calculated based upon the consideration given for such stock) unless the respective ratio of Borrower's and Moodx'x Xxxestors Services, Inc. as investment grade Guarantor's Consolidated Total Liabilities to such Person's Consolidated Total Adjusted Asset Value is less than 0.55 to 1 at the time of such Investment and that mature within five (5) years from the date of purchase by the Borrower, in an amount not would be less than 0.55 to exceed $2,000,000 from any mutual fund and in an aggregate amount not 1 after giving effect to exceed $5,000,000such Investment.

Restrictions on Investments. The Borrower will not, and will not permit any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerBorrower or its Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000; (cd) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Xxxxx'x Investors Service, Inc. or by Standard & Poor's Corporation at not less than "P 1" if then rated by Moodx'x Xxxestors ServicesXxxxx'x Investors Service, Inc., and not less than "A 1" ", if then rated by Standard and & Poor's's Corporation; (de) mutual funds mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which invest solely at the time of purchase are rated by Xxxxx'x Investors Service, Inc. or by Standard & Poor's Corporation at not less than "Aa" if then rated by Xxxxx'x Investors Service, Inc. and not less than "AA" if then rated by Standard & Poor's Corporation; (f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and (c); or (e) Investments existing on with banks described in the date hereof and listed on SCHEDULE 9.3 hereto; foregoing subsection (fc) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000500,000,000; (g) Investments shares of so-called "money market funds" registered with respect to Indebtedness permitted by ss.9.1(i)(iii)the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000; (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 in fee interests in Real Estate located in the northeastern United States utilized principally for commercial office space, including xxxxxxx money deposits relating thereto and Investments otherwise permitted by ss.transaction costs; (i) Investments consisting of loans and advances to employees for moving, entertainment, travel in Term Loan Borrower provided it is wholly- owned by the Borrower and other similar expenses wholly-owned Subsidiaries of the Borrower which own Investments of the type described in the ordinary course of business not to exceed $10,000,000 Section 8.3(h) or (j); provided that in no event shall the aggregate at any time outstandingvalue of such Investments (excluding Real Estate transferred by Borrower to Term Loan Borrower in connection with a refinancing of the Indebtedness secured thereby in accordance with this Agreement) exceed fifteen percent (15%) of the Borrower's Consolidated Total Assets; (j) marketable direct or guaranteed obligations of Investments in leasehold interests in properties located in the northeastern United States municipalities that which are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five used principally for commercial office purposes under ground leases having not less than fifty (550) years from of the date leasehold term remaining at the time of purchase acquisition thereof by the Borrower, ; (k) Investments in an amount Investment Partnerships which own Investments of the type described in Section 8.3(h) or (j); provided that the aggregate value of such Investments shall not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty ten percent (5010%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k)Borrower's Consolidated Total Assets; and (kl) mutual funds investing Subject to the term of this Agreement, Investments in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000Equity Interests.

Restrictions on Investments. The Borrower will not, and will not permit any of the other Transaction Parties to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by such Borrower or the BorrowerGuarantor; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and not less than "A 1" if rated by Standard and Poor's100,000,000; (d) mutual funds which invest solely commercial paper assigned the highest rating by two or more national credit rating agencies and maturing not more than ninety (90) days from the date of creation thereof; (e) bonds or other obligations having a short term unsecured debt rating of not less than A-1+ by S&P and P-1+ by Xxxxx’x and having a long term debt rating of not less than A by S&P and A1 by Xxxxx’x issued by or by authority of any state of the United States, any territory or possession of the United States, including the Commonwealth of Puerto Rico and agencies thereof, or any political subdivision of any of the foregoing; (f) repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and or (c); ) with banks described in the foregoing subsection (ec) Investments existing on the date hereof and listed on SCHEDULE 9.3 hereto; (f) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000500,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000;and (g) Investments shares of so-called “money market funds” registered with respect to Indebtedness permitted by ss.9.1(i)(iii);the SEC under any mutual fund or other registered investment company that qualifies as a “money market fund” under Rule 2a-7 of the United States Securities and Exchange Commission, or any successor thereto which have total assets in excess of $50,000,000. (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss.in Land Assets; (i) Investments consisting of loans by Borrower in non-Wholly Owned Subsidiaries and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstandingUnconsolidated Affiliates; (j) marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any its Subsidiaries (other than the Subsidiary Guarantors) in Mortgage Note Receivables secured by properties that meet the property type requirements of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k)a Data Center Asset or a Medical Asset; and (k) mutual funds investing acquisition of fee simple interests or long-term ground lease interests in marketable direct Real Estate by Borrower or guaranteed obligations its Subsidiaries that meet the property type requirements of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from a Data Center Asset or a Medical Asset. Notwithstanding the date of purchase by the Borrowerforegoing, in an amount not to no event shall (x) the aggregate value of the holdings of REIT and its Subsidiaries in the Investments described in §8.3(h)-(j) exceed $2,000,000 from twenty percent (20%) of Gross Asset Value at any mutual fund time, or (y) REIT and its Subsidiaries make any Investments other than those outlined in an aggregate amount not to exceed $5,000,000the Prospectus. For the purposes of this §8.3, the Investment of REIT or its Subsidiaries in any non-Wholly Owned Subsidiaries and Unconsolidated Affiliates will equal (without duplication) the sum of such Person’s pro rata share of any Investments valued at the GAAP book value.

Restrictions on Investments. The Neither the Borrower will, nor will not, and will not it permit any Guarantor or any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower, Guarantor or their Subsidiaries; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and not less than "A 1" if rated by Standard and Poor's100,000,000; (d) mutual funds which invest solely commercial paper assigned the highest rating by two or more national credit rating agencies and maturing not more than ninety (90) days from the date of creation thereof; (e) bonds or other obligations having a short term unsecured debt rating of not less than A-1+ by S&P and P-1+ by Xxxxx’x and having a long term debt rating of not less than A by S&P and A1 by Xxxxx’x issued by or by authority of any state of the United States, any territory or possession of the United States, including the Commonwealth of Puerto Rico and agencies thereof, or any political subdivision of any of the foregoing; (f) repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and or (c); ) with banks described in the foregoing subsection (ec) Investments existing on the date hereof and listed on SCHEDULE 9.3 hereto; (f) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000500,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000;and (g) Investments shares of so-called “money market funds” registered with respect to Indebtedness permitted by ss.9.1(i)(iii);the SEC under any mutual fund or other registered investment company that qualifies as a “money market fund” under Rule 2a-7 of the United States Securities and Exchange Commission, or any successor thereto which have total assets in excess of $50,000,000. (h) Investments consisting in Land Assets, provided that the aggregate Investment therein shall not exceed five percent (5.0%) of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss.Gross Asset Value; (i) Investments consisting of loans and advances to employees for movingin Development Properties, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in provided that the aggregate at any time outstandingInvestment therein shall not exceed ten percent (10.0%) of Gross Asset Value; (j) marketable direct or guaranteed obligations of United States municipalities Investments by Borrower in non-Wholly Owned Subsidiaries and Unconsolidated Affiliates, provided that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount aggregate Investment therein shall not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty fifteen percent (5015.0%) of all Gross Asset Value; (k) Investments made by the Borrower or any its Subsidiaries (other than the Subsidiary Guarantors) in Mortgage Note Receivables secured by properties that meet the property type requirements of a Data Center Asset or a Medical Asset, provided that the other Transaction Parties under ss.9.3(a), aggregate Investment therein shall not exceed twenty percent (b), (c), (d20.0%) and (k)of Gross Asset Value; and (kl) mutual funds investing acquisition of fee simple interests or long-term ground lease interests in marketable direct Real Estate by Borrower or guaranteed obligations its Subsidiaries that meet the property type requirements of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from a Data Center Asset or a Medical Asset. Notwithstanding the date of purchase by the Borrowerforegoing, in an amount not to no event shall (x) the aggregate value of the holdings of REIT and its Subsidiaries in the Investments described in §8.3(h)-(k) exceed $2,000,000 from twenty-five percent (25.0%) of Gross Asset Value at any mutual fund time, or (y) REIT and its Subsidiaries make any Investments other than those outlined in an aggregate amount not to exceed $5,000,000the Prospectus. For the purposes of this §8.3, the Investment of REIT or its Subsidiaries in any non-Wholly Owned Subsidiaries and Unconsolidated Affiliates will equal (without duplication) the sum of such Person’s pro rata share of any Investments valued at the GAAP book value.

Restrictions on Investments. The Neither the Borrower nor any Guarantor will, nor will not, and will not it permit any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerBorrower or its Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000.00; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000.00 will not exceed $500,000.00; (cd) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Xxxxx’x Investors Service, Inc. or by Standard & Poor’s Corporation at not less than "“P 1" ” if then rated by Moodx'x Xxxestors ServicesXxxxx’x Investors Service, Inc., and not less than "“A 1" ”, if then rated by Standard and & Poor's’s Corporation; (de) mutual funds mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds (excluding those backed by single family residential mortgages) which invest solely at the time of purchase are rated by Xxxxx’x Investors Service, Inc. or by Standard & Poor’s Corporation at not less than “Aa” if then rated by Xxxxx’x Investors Service, Inc. and not less than “AA” if then rated by Standard & Poor’s Corporation; (f) repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and (c); or (e) Investments existing on with banks described in the date hereof and listed on SCHEDULE 9.3 hereto; foregoing subsection (fc) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000500,000,000.00; (g) Investments shares of so-called “money market funds” registered with respect to Indebtedness permitted by ss.9.1(i)(iii)the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000.00; (h) Investments consisting the acquisition of promissory notes received as proceeds fee interests or long-term ground lease interests by the Borrower or its Subsidiaries in (i) Real Estate which is utilized for income-producing office properties located in the United States or the District of asset dispositions permitted by ss.9.5.3 Columbia and Investments otherwise permitted by ss.businesses and investments incidental thereto, and (ii) subject to the restrictions set forth in §8.3(j), the acquisition of Land Assets to be developed for the foregoing purposes and Development Properties to be used for the purposes set forth in §8.3(h)(i); (i) Investments consisting by the Borrower or Wholly Owned Subsidiaries of loans and advances to employees for moving, entertainment, travel and other similar expenses the Borrower in Wholly Owned Subsidiaries of the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstandingBorrower; (j) marketable direct or guaranteed obligations of United States municipalities Investments in Land Assets, provided that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within the aggregate Investment therein shall not exceed five percent (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Gross Asset Value; (k) Investments made in Mortgage Receivables and mezzanine loans secured by the Borrower properties (or any equity interests in Persons owning properties) of the other Transaction Parties under ss.9.3(atypes described in §§8.3(h)(i), (bm) or (o), and in the Multifamily Facility, provided that the aggregate Investment therein shall not exceed five percent (c5%) of Gross Asset Value; (l) Investments in non-wholly owned Subsidiaries and Unconsolidated Affiliates, provided that the aggregate Investment therein shall not exceed ten percent (10%) of Gross Asset Value; (m) Investments in Development Properties in respect of Construction in Progress for properties of the type described in §8.3(h)(i), provided that the aggregate construction and development budget for Construction in Progress (dincluding land), together with any Investments in Mortgage Receivables secured by real estate in respect of Construction in Progress (which amount shall include any amounts to be advanced under such Mortgage Receivable), shall not exceed ten percent (10%) of Gross Asset Value; (n) Investments in Tenant In Common Assets, provided that the aggregate Investment therein shall not exceed seven and one-half percent (k)7.5%) of Gross Asset Value; and (ko) mutual funds investing Investments in marketable direct or guaranteed obligations of income-producing Real Estate (other than office properties) located in the United States municipalities or the District of Columbia and businesses and investments incidental thereto, provided that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within the aggregate Investment therein shall not exceed five percent (5%) years from of Gross Asset Value. Notwithstanding the date foregoing, in no event shall the aggregate value of purchase by the holdings of the Borrower, the Guarantors and their respective Subsidiaries in an amount not to the Investments described in §8.3(j)-(o) exceed $2,000,000 from twenty-five percent (25%) of Gross Asset Value at any mutual fund time. For the purposes of this §8.3, the Investment of the Borrower, any Guarantor or its Subsidiaries in any non-Wholly Owned Subsidiaries and Unconsolidated Affiliates will equal (without duplication) the sum of (i) such Person’s pro rata share of Investment in an aggregate amount not to exceed $5,000,000Land Assets; plus (ii) such Person’s pro rata share of any other Investments valued at the GAAP book value; plus (iii) such Person’s pro-rata share of Construction in Progress.

Restrictions on Investments. The Borrower None of the Borrowers will, nor will not, and will not permit any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from or Canada, or marketable obligations of any instrumentality or agency thereof, the date payment of purchase the principal and interest of which is unconditionally guaranteed by the BorrowerUnited States of America or Canada; (b) demand deposits, certificates of depositdeposit or other obligations issued by, bankers acceptancesor bankers’ acceptances of, money market deposits and time deposits any bank or trust company organized under the laws of Brazil, Singapore, the Federal Republic of Germany, France, the United Kingdom, Japan, Canada or the United States of America or any of the Banks state thereof (including foreign branches of any of the Bankssuch bank or trust company) or other United States banks and having total assets capital, surplus and undivided profits in excess of $1,000,000,000100,000,000; (c) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any state thereof with a maturity not in excess of 270 days from the date of acquisition thereof and that at the time of purchase have been rated and the ratings for which are not less than "“P 1" 2” if rated by Moodx'x Xxxestors Services, Inc.Xxxxx’x, and not less than "“A 1" 2” if rated by Standard and Poor'sS&P; (d) mutual funds In the case of any foreign Subsidiary, but only with respect to countries in which invest solely in such Subsidiary exists, such Investments of a comparable quality and term to the types of other Investments described in ss.9.3(apermitted by clauses (a), (b) and (c)) of this §9.3 as are usually made in the jurisdiction or jurisdictions in which the business of such foreign Subsidiary is principally conducted by prudent corporate investors in like circumstances; (e) Investments (including debt obligations and capital stock) received in connection with the bankruptcy or reorganization of suppliers and customers and in settlement of delinquent obligations of, and other disputes with, customers and suppliers arising in the ordinary course of business; (f) Investments existing on the date hereof in Subsidiaries; and other Investments existing on the date hereof and listed on SCHEDULE Schedule 9.3 hereto; (f) Investments consisting of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000; (g) Investments by BGI in Subsidiaries, including such Investments existing on the date hereof, not to exceed in the aggregate fifteen percent (15%) of Consolidated Total Assets; provided that the above limitation shall not apply with respect to Indebtedness (x) Investments made in order to effect acquisitions permitted by ss.9.1(i)(iii)under §9.5 or (y) Investments in Xxxxxx Germany, Xxxxxx Luxembourg or Xxxxxx Switzerland or (z) Investments in Guarantors; and provided further that notwithstanding any provision set forth in this §9.3 to the contrary, Investments in the Luxembourg Subsidiaries other than Xxxxxx Luxembourg, other than amounts being held for application to the account of BGI, Xxxxxx Germany, Xxxxxx Luxembourg or Xxxxxx Switzerland, shall be limited to $100,000; (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss.acquisitions under §9.5; (i) (A) Investments by Subsidiaries of BGI in BGI, provided that any Investment by Subsidiaries in BGI must be an equity Investment or expressly subordinated to the prior payment in full in cash of all Obligations on terms disclosed to and reasonably acceptable to the Administrative Agent prior to the incurrence thereof; and (B) Investments by Subsidiaries of BGI in other Subsidiaries of BGI; (j) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 2,000,000 in the aggregate at any time outstanding; (jk) marketable direct Investments in joint ventures; provided that the operation to be invested in is in a similar or guaranteed obligations of United States municipalities related business and provided further that are rated by Standard and Poor's and Moodx'x Investors Servicesafter giving effect to such joint venture, Inc. as investment grade and that mature within five the Borrowers shall be in compliance, on a pro forma historical basis, with all financial covenants; (5l) years Investments arising from payments under the date of purchase by the BorrowerBGI Guaranty, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower Xxxxxx Germany Guaranty, Xxxxxx Luxembourg Guaranty, Xxxxxx Switzerland Guaranty or any Guaranty executed and delivered pursuant to §6.1 of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); andthis Credit Agreement; (km) mutual funds investing Investments by BGI in marketable direct or guaranteed obligations Capital Stock of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Servicesany Person, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000.30,000,000 outstanding at any time; (n) Investments in respect of Restricted Payments permitted pursuant to §9.4; and (o) Investments by BGI arising from the repurchase or conversion of Subordinated Debt in compliance with §9.4. -70-

Restrictions on Investments. The Borrower will not, and the Subsidiary Guarantor will not permit any of the other Transaction Parties to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerBorrower or a Subsidiary Guarantor; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000; (cd) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Xxxxx'x Investors Service, Inc. or by Standard & Poor's Corporation at not less than "P 12" if then rated by Moodx'x Xxxestors ServicesXxxxx'x Investors Service, Inc., and not less than "A 1" 2", if then rated by Standard and & Poor's's Corporation; (de) mutual funds mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which invest solely at the time of purchase are rated by Xxxxx'x Investors Service, Inc. or by Standard & Poor's Corporation at not less than "Aa" if then rated by Xxxxx'x Investors Service, Inc. and not less than "AA" if then rated by Standard & Poor's Corporation; (f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and (c); or (e) Investments existing on with banks described in the date hereof and listed on SCHEDULE 9.3 hereto; foregoing subsection (fc) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000500,000,000; (g) Investments shares of so-called "money market funds" registered with respect to Indebtedness permitted by ss.9.1(i)(iii)the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000; (h) Subject to the provisions of Section 5.2 and Section 9.4, Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 in fee and Investments otherwise permitted by ss.leasehold interests in the Office Properties and Hotel Properties and related assets associated therewith, including xxxxxxx money deposits relating thereto and transaction costs; and (i) Subject to Section 9.5, Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstanding; (j) marketable direct or guaranteed obligations of United States municipalities notes receivable that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not intended to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); and (k) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000be Eligible Notes Receivable.

Restrictions on Investments. The Neither the Borrower will, nor will not, and will not it permit any Guarantor or any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerREIT or its Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under 100,000,000; provided, however, that the laws aggregate amount at any time so invested with any single bank having total assets of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and $1,000,000,000 will not less than "A 1" if rated by Standard and Poor'sexceed $200,000; (d) mutual funds which invest solely in commercial paper assigned the types highest rating by two (2) or more national credit rating agencies and maturing not more than ninety (90) days from the date of Investments described in ss.9.3(a), (b) and (c)creation thereof; (e) Investments existing on bonds or other obligations having a short term unsecured debt rating of not less than A-1+ by S&P and P-1+ by Mxxxx’x and having a long term debt rating of not less than A by S&P and A1 by Mxxxx’x issued by or by authority of any state of the date hereof United States, any territory or possession of the United States, including the Commonwealth of Puerto Rico and listed on SCHEDULE 9.3 heretoagencies thereof, or any political subdivision of any of the foregoing; (f) Investments consisting repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the foregoing §§8.3(a), 8.3(b) or 8.3(c) with banks described in the foregoing §8.3(c) or with financial institutions or other corporations having total assets in excess of $500,000,000; and (g) shares of so-called “money market funds” registered with the Guaranties SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing §§8.3(a) through 8.3(f) and have total assets in excess of $50,000,000. (h) the acquisition of fee interests by the Borrower or its Subsidiaries in (i) Real Estate which is utilized as an Industrial Property located in the continental United States or the District of Columbia and businesses and investments incidental thereto, and (ii) subject to the restrictions set forth in this §8.3, the acquisition of Land Assets to be developed for the foregoing purpose; (i) Investments by the Borrower in Subsidiaries that are directly or indirectly one hundred percent (i100%) any of owned by the GuarantorsBorrower, (ii) Hadco FSC which in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000; (g) turn own Investments with respect to Indebtedness permitted by ss.9.1(i)(iii); (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss. (i) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstandingthis §8.3; (j) marketable direct or guaranteed obligations Investments in Land Assets; provided that the aggregate amount of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within such Investments shall not exceed five percent (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and Gross Asset Value; (k)) Investments in non-Wholly-Owned Subsidiaries and Unconsolidated Affiliates, which in turn own Investments permitted by this §8.3; provided that the aggregate amount of such Investments shall not exceed ten percent (10%) of Gross Asset Value; and (kl) mutual funds investing Investments in marketable direct or guaranteed obligations Development Properties for properties of United States municipalities the type described in §8.3(h)(i), provided that the aggregate construction and development budget for Development Properties (including land) shall not exceed ten percent (10%) of Gross Asset Value. (m) Investments in real estate assets that are rated by Standard and Poor's and Moodx'x Xxxestors Servicesnot an Industrial Property; provided that the aggregate amount of such Investments shall not exceed five percent (5.0%) of Gross Asset Value. Notwithstanding the foregoing, Inc. as investment grade and that mature within five (5) years from in no event shall the date aggregate value of purchase by the holdings of the Borrower, any Guarantor and their Subsidiaries in an amount the Investments described in §8.3(j), (k), (l) and (m) exceed twenty-five percent (25%) of Gross Asset Value at any time. For the purposes of this §8.3, the Investment of REIT or any of its Subsidiaries in any Unconsolidated Affiliates will equal (without duplication) the sum of (i) such Person’s Equity Percentage of their Unconsolidated Affiliates’ Investments valued in the manner set forth for the determination of Gross Asset Value, or if not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000included therein, valued at the GAAP book value.

Restrictions on Investments. The Neither the Borrower will, nor will not, and will not it permit any Subsidiary Guarantor or any of the other Transaction Parties their respective Subsidiaries (it being acknowledged that nothing contained herein shall limit or effect Investments that may be made or otherwise permitted to exist by any direct or indirect owner of Borrower, including without limitation, Monogram Parent) to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerBorrower or any such Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Governmental National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under 100,000,000; provided, however, that the laws aggregate amount at any time so invested with any single bank having total assets of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and $1,000,000,000 will not less than "A 1" if rated by Standard and Poor'sexceed $200,000; (d) mutual funds which invest solely in commercial paper assigned the types highest rating by two (2) or more national credit rating agencies and maturing not more than ninety (90) days from the date of Investments described in ss.9.3(a), (b) and (c)creation thereof; (e) Investments existing on bonds or other obligations having a short term unsecured debt rating of not less than A-1+ by S&P and P-1+ by Xxxxx’x and having a long term debt rating of not less than A by S&P and A1 by Xxxxx’x issued by or by authority of any state of the date hereof United States, any territory or possession of the United States, including the Commonwealth of Puerto Rico and listed on SCHEDULE 9.3 heretoagencies thereof, or any political subdivision of any of the foregoing; (f) Investments consisting repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the foregoing §§8.3(a), 8.3(b) or 8.3(c) with banks described in the foregoing §8.3(c) or with financial institutions or other corporations having total assets in excess of $500,000,000; (g) cash equivalents and shares of so-called “money market funds” registered with the Guaranties SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing §§8.3(a) through 8.3(f) and having total assets in excess of $50,000,000; (h) investments in utility deposits and cash deposits for municipal construction and other similar escrows; (i) the acquisition of fee interests by the Borrower or its Subsidiaries in Unencumbered Pool Properties and personal property assets related to the ownership and operation of such Unencumbered Pool Properties; (j) Investments by the Borrower in Subsidiaries that are directly or indirectly one-hundred-percent (100%) owned by the Borrower (except (x) with respect to any Developer JVs which are subject to Residual Developer Interests, and (y) Sub-REIT Preferred Equity), which in turn own such Unencumbered Pool Properties; (k) Investments in funds held by a Qualified Intermediary, as contemplated in §8.15; and (l) Investments in Real Estate which is improved by or to be improved by a Multifamily Property in a Like Kind Exchange pursuant to §8.15. For the avoidance of doubt, and notwithstanding anything to the contrary contained in this Agreement, none of Borrower, Subsidiary Guarantors or any of their respective Subsidiaries shall be permitted to own any Real Estate other than the Unencumbered Pool Properties, except for (i) any Unencumbered Pool Properties which have been disqualified from the calculation of the GuarantorsUnencumbered Pool Availability pursuant to §§7.19(f) or (g) of this Agreement, (ii) Hadco FSC in an aggregate amount any Unencumbered Pool Property that has been removed from the calculation of Unencumbered Pool Availability pursuant to §7.19(h) of this Agreement, but have not to exceed $2,000,000; yet been sold, conveyed or otherwise transferred, as provided therein, and (iii) New Zycon in an aggregate amount not to exceed $50,000; (g) Investments with respect to Indebtedness permitted any Real Estate purchased by ss.9.1(i)(iii); (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss. (i) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstanding; (j) marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not a Subsidiary Guarantor or a Subsidiary of Borrower or such Subsidiary Guarantor upon the consummation of a Like Kind Exchange pursuant to exceed $2,000,000 from §8.15 which Real Estate is either (A) permitted to be owned by such Person pursuant to §8.15(f)(ii)(X), or (B) required to be sold, conveyed or transferred by such Person such that the Real Estate is no longer owned, directly or indirectly, by Borrower, any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower Subsidiary Guarantor or any of their respective Subsidiaries pursuant to §8.15(f)(ii)(Y), but such Real Estate has not yet been sold, conveyed or otherwise transferred as provided therein, and for purposes of any representation, warranty, covenant or condition contained in this Agreement which applies to Real Estate, the term Real Estate shall include the Unencumbered Pool Properties and the other Transaction Parties under ss.9.3(aReal Estate referenced in the foregoing clauses (i), (b), (c), (dii) and (kiii); and (k) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000.

Restrictions on Investments. The Neither the Borrower nor the Guarantors will, nor will not, and will not they permit any of the other Transaction Parties their respective Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) Cash Equivalents; (b) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower, such Guarantor or such Subsidiary; (bc) Investments by any Subsidiary in any other Subsidiary, by Borrower in any Subsidiary, and by the REIT in Borrower; (d) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000; (ce) repurchase agreements having a term not greater than ninety (90) days and fully secured by securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and not less than "A 1" if rated by Standard and Poor's; (d) mutual funds which invest solely described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and or (c); ) with banks described in the foregoing subsection (ed) Investments existing on the date hereof and listed on SCHEDULE 9.3 heretoor with financial institutions or other corporations having total assets in excess of $500,000,000; (f) Investments consisting shares of so-called “money market funds” registered with the Guaranties or Investments by SEC under the Borrower Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (ib) any through (e) and have total assets in excess of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,00050,000,000; (g) Investments with respect the acquisition of fee interests or long term ground lease interests or interests under leases by Parent Company or its Subsidiaries in (i) Real Estate which is utilized for income-producing Data Center Properties located in the continental United States or the District of Columbia and businesses and investments incidental thereto, (ii) subject to Indebtedness permitted by ss.9.1(i)(iiithe restrictions set forth in this §8.3, Land Assets to be developed for the purposes set forth in §8.3(g)(i) and Development Properties to be used for the purposes set forth in §8.3(g)(i); (h) Investments consisting by the Borrower and its Subsidiaries in (i) Wholly Owned Subsidiaries of promissory notes received as proceeds the Borrower, or (ii) entities that upon completion of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss.a transaction will be a Wholly Owned Subsidiary of the Borrower; (i) Investments consisting of loans and advances to employees for movingin Development Properties, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in provided that the aggregate at any time outstandingInvestment therein shall not exceed thirty-five percent (35%) of Gross Asset Value; (j) marketable direct or guaranteed obligations of United States municipalities Investments in Land Assets, provided that are rated by Standard the aggregate Investment therein shall not exceed seven and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty one-half percent (507.5%) of all Gross Asset Value; (k) Investments made by the Borrower in Unconsolidated Affiliates, provided that the aggregate Investment therein shall not exceed fifteen percent (15%) of Gross Asset Value; (l) Investments in International Investments, provided that the aggregate Investment therein shall not exceed twenty-five percent (25%) of Gross Asset Value; (m) Investments (i) in equipment which will be incorporated into the development of Data Center Properties or the corporate headquarters of Parent Company and its Subsidiaries, (ii) with utility companies to bring critical power to Data Center Properties, and (iii) with fiber optic companies to bring fiber optics to Data Center Properties; (n) Investments in (i) the Bond Subordinate Debt or any of security instruments securing the Bond Subordinate Debt or (ii) other bonds issued in connection with a Tax Driven Lease Transaction Parties under ss.9.3(a), (b), (c), (d) and (k)or any security instruments securing such other bonds; and (ko) mutual funds investing Investments by the Borrower and REIT in marketable direct or guaranteed obligations Real Estate to be used by the Borrower and REIT as their corporate headquarters. Notwithstanding the foregoing, (x) in no event shall the aggregate value of United States municipalities that are rated by Standard the holdings of Parent Company and Poor's its Subsidiaries in the Investments described in §8.3(i)‑(l) exceed forty-five percent (45%) of Gross Asset Value at any time and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5y) years from the date of purchase by in no event shall the Borrower, the Guarantors or any of their respective Subsidiaries have any Investments in an amount not mortgages or notes receivable, except with respect to exceed $2,000,000 from the Investments permitted in §8.3(n). For the purposes of this §8.3, the Investment of Parent Company or its Subsidiaries in any mutual fund non‑Wholly Owned Subsidiaries and in an aggregate amount not to exceed $5,000,000Unconsolidated Affiliates will equal (without duplication) the sum of such Person’s pro rata share of any Investments valued at the GAAP book value.

Restrictions on Investments. The Borrower will not, and will not permit any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower; (b) demand deposits, certificates of deposit, bankers acceptances, money market deposits bank acceptances and time deposits of any of the Banks (including branches of any of the Banksi) or other United States banks having total assets in excess of $1,000,000,000, (ii) any Lender or (iii) a commercial bank organized under the laws of any other country which is a member of the Organization for Economic Cooperation and Development (the "OECD"), or a political subdivision of such country, and having total assets in excess of $1,000,000,000; provided that such bank is acting through a branch or agency located in the country in which it is organized or another country which is a member of the OECD; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc.Moody's, and not less than "A 1" if rated by Standard and Poor'sS&P; (dx) xxxurchase obligations with a term of not more than seven (7) days for underlying securities of the types described in Sections 9.3(a) and (b); (e) mutual funds which invest solely in the types of Investments items described in ss.9.3(a), Sections 9.3(a) - (b) and (cd); (ef) Investments existing on the date hereof and listed on SCHEDULE Schedule 9.3 hereto; (fi) Investments consisting of the Guaranties or Guaranties, (ii) Investments by the Borrower in any Guarantor hereunder or by any Guarantor in the Borrower or any other Guarantor, (iiii) any Investments in Subsidiaries which are not Guarantors provided that the aggregate of such Investments of the Guarantors, Borrower in Subsidiaries (iiother than CJI) Hadco FSC in an which are not Guarantors shall not exceed the aggregate amount of $15,000,000, and (iv) Investments in Minority Owned Joint Ventures not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000; (g) Investments with respect to Indebtedness permitted by ss.9.1(i)(iii)15,000,000; (h) Investments in CJI, provided that at the time of and after giving effect to any such Investment (i) no Default or Event of Default has occurred and is continuing, and (ii) the Borrower provides the Administrative Agent with evidence of Borrower's Minimum Liquidity; (i) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss.Section 9.5.2; (ij) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 1,000,000 in the aggregate at any time outstanding; (jk) marketable direct Investments in Permitted Acquisitions (other than Minority Owned Joint Ventures or guaranteed obligations CJI) permitted by Section 9.5.1(a) hereof; and (l) other Investments of United States municipalities that are rated by Standard the Borrower and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount its Subsidiaries not to exceed the lesser aggregate amount of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); and (k) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,00010,000,000.

Restrictions on Investments. The Neither the Borrower will, nor will not, and will not it permit any Guarantor or any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerREIT or its Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank US_ACTIVE\121755035\V-6 of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under 100,000,000; provided, however, that the laws aggregate amount at any time so invested with any single bank having total assets of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and $1,000,000,000 will not less than "A 1" if rated by Standard and Poor'sexceed $200,000; (d) mutual funds which invest solely in commercial paper assigned the types highest rating by two (2) or more national credit rating agencies and maturing not more than ninety (90) days from the date of Investments described in ss.9.3(a), (b) and (c)creation thereof; (e) Investments existing on bonds or other obligations having a short term unsecured debt rating of not less than A-1+ by S&P and P-1+ by Moody’s and having a long term debt rating of not less than A by S&P and A1 by Moody’s issued by or by authority of any state of the date hereof United States, any territory or possession of the United States, including the Commonwealth of Puerto Rico and listed on SCHEDULE 9.3 heretoagencies thereof, or any political subdivision of any of the foregoing; (f) Investments consisting repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the foregoing §§8.3(a), 8.3(b) or 8.3(c) with banks described in the foregoing §8.3(c) or with financial institutions or other corporations having total assets in excess of $500,000,000; and (g) shares of so-called “money market funds” registered with the Guaranties SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing §§8.3(a) through 8.3(f) and have total assets in excess of $50,000,000. (h) the acquisition of fee interests by the Borrower or its Subsidiaries in (i) Real Estate which is utilized as an Industrial Property located in the continental United States or the District of Columbia and businesses and investments incidental thereto, and (ii) subject to the restrictions set forth in this §8.3, the acquisition of Land Assets to be developed for the foregoing purpose; (i) Investments by the Borrower in Subsidiaries that are directly or indirectly one hundred percent (i100%) any of owned by the GuarantorsBorrower, (ii) Hadco FSC which in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000; (g) turn own Investments with respect to Indebtedness permitted by ss.9.1(i)(iii); (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss. (i) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstandingthis §8.3; (j) marketable direct or guaranteed obligations Investments in Land Assets; provided that the aggregate amount of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within such Investments shall not exceed five percent (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and Gross Asset Value; (k)) Investments in non-Wholly-Owned Subsidiaries and Unconsolidated Affiliates, which in turn own Investments permitted by this §8.3; provided that the aggregate amount of such Investments shall not exceed ten percent (10%) of Gross Asset Value; and (kl) mutual funds investing Investments in marketable direct or guaranteed obligations Development Properties for properties of United States municipalities the type described in §8.3(h)(i), provided that the aggregate construction and development budget for Development Properties (including land) shall not exceed ten percent (10%) of Gross Asset Value. US_ACTIVE\121755035\V-6 (m) Investments in real estate assets that are rated by Standard and Poor's and Moodx'x Xxxestors Servicesnot an Industrial Property; provided that the aggregate amount of such Investments shall not exceed five percent (5.0%) of Gross Asset Value. Notwithstanding the foregoing, Inc. as investment grade and that mature within five (5) years from in no event shall the date aggregate value of purchase by the holdings of the Borrower, any Guarantor and their Subsidiaries in an amount the Investments described in §8.3(j), (k), (l) and (m) exceed twenty-five percent (25%) of Gross Asset Value at any time. For the purposes of this §8.3, the Investment of REIT or any of its Subsidiaries in any Unconsolidated Affiliates will equal (without duplication) the sum of (i) such Person’s Equity Percentage of their Unconsolidated Affiliates’ Investments valued in the manner set forth for the determination of Gross Asset Value, or if not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000included therein, valued at the GAAP book value.

Restrictions on Investments. The Borrower will not, and will not permit any of the other Transaction Parties to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerBorrower or any such Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or bank of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of Lenders or any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; PROVIDED, HOWEVER, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $1,000,000; (cd) securities commonly known as "commercial paper" issued by any Lender, or by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Moody's Investors Service, Inc. or by Standard & Poor's Cxxxxxxxion at not less than "P 1" if then rated by Moodx'x Xxxestors ServicesMoody's Investors Service, Inc., and not less than "A 1" if ", xx xhen rated by Standard and & Poor's's Corporation; (de) mutual funds mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which invest solely at the time of purchase are rated by Moody's Investors Service, Inc. or by Standard & Poor's Corporation xx not less than "AA" if then rated by Moody's Investors Service, Inc. and not less than "AA" xx xxxx rated by Standard & Poor's Corporation; (f) repurchase agreements having a term not greater than 180 days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsections (a), (b) and (c); or (e) Investments existing on with the date hereof and listed on SCHEDULE 9.3 hereto; Lenders, banks described in the foregoing subsection (fc) Investments consisting or financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000500,000,000; (g) Investments shares of so-called "money market funds" registered with respect to Indebtedness permitted by ss.9.1(i)(iii)the Securities and Exchange Commission under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000; (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 subject to ss.9, options, easements, licenses, fee interests and Investments otherwise permitted by ss.leasehold interests and similar interests in Real Estate utilized or to be utilized principally for Megaplex Movie Theatre or Entertainment-Related Retail Improvements purposes or a related purpose, including earnest money deposits relating thereto and transactixx xxxxs; (i) subject to the terms of this Agreement, Investments consisting in Subsidiaries of loans Borrower existing as of the date hereof, and advances to employees for moving, entertainment, travel and other similar expenses Investments in new wholly-owned Subsidiaries of Borrower created after the ordinary course date of business not to exceed $10,000,000 in the aggregate at any time outstandingthis Agreement; (j) marketable direct deposits required by government agencies or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); and (k) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000.public utilities;

Restrictions on Investments. The Borrower will not, and will not permit any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America or any OECD country that mature within one (1) year from the date of purchase by the Borrower; (b) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,0001,000,000,000 or banks organized under the laws any OECD country and having total assets in excess of $10,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof or any OECD country that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors ServicesService, Inc., and not less than "A 1" if rated by Standard and Poor's's Rating Group; (d) mutual funds which invest solely in the types of Investments described in ss.9.3(a), (b) and (c); (e) Investments existing on the date hereof and listed on SCHEDULE Schedule 9.3 hereto; (fe) Investments consisting of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000; (g) Investments with respect to Indebtedness permitted by ss.9.1(i)(iiiSection 9.1(e); , Section 9.1(f) and Section 9.1(g); (hii) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 Cabot Canada Ltd. into Cabot B.V.; and (iii) Investments otherwise permitted by ss.Cabot B.V. into Cabot Canada Ltd.; (i) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstanding; (j) marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of its Subsidiaries into Cabot Corporation or any of its Subsidiaries (other than the other Transaction Parties under ss.9.3(a)Borrower or a Subsidiary of the Borrower) consisting of a loan to such Persons in an aggregate annual amount not to exceed the Borrower's Consolidated Net Income for such fiscal year, (b)provided, (c)such loan is consented to in writing by the Agent, (d) is evidenced by a written demand promissory note containing terms acceptable to the Agent, and such note is pledged by the Borrower to the Agent, for the benefit 59 -53- of the Agent and the Banks, to secure the Obligations and (k)ii) Investments by the Borrower or any of its Subsidiaries in the Belgian Coordination Center consisting of either the Factoring Arrangement or the Cash Management Arrangements so long as the aggregate amount of such Investments does not exceed $20,000,000 outstanding at any time; and (kg) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase Investments by the Borrower, Borrower or any of its Subsidiaries not otherwise permitted by this Section 9.3 which have been consented to in an amount not to exceed $2,000,000 from any mutual fund writing by the Agent and in an aggregate amount not to exceed $5,000,000the Banks.

Restrictions on Investments. The Borrower will not, and will not permit any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerBorrower or its Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000; (cd) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Moodx'x Xxxestors Service, Inc. or by Standard & Poor's Corporation at not less than "P 12" if then rated by Moodx'x Xxxestors ServicesService, Inc., and not less than "A 1" 2", if then rated by Standard and & Poor's's Corporation; (de) mutual funds mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which invest solely at the time of purchase are rated by Moodx'x Xxxestors Service, Inc. or by Standard & Poor's Corporation at not less than "Aa" if then rated by Moodx'x Xxxestors Service, Inc. and not less than "AA" if then rated by Standard & Poor's Corporation; (f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and (c); or (e) Investments existing on with banks described in the date hereof and listed on SCHEDULE 9.3 hereto; foregoing subsection (fc) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000500,000,000; (g) Investments shares of so-called "money market funds" registered with respect to Indebtedness permitted by ss.9.1(i)(iii)the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000; (h) Subject to the provisions of Section 9.8, Investments consisting in fee interests or mortgageable ground leases having a remaining term (calculated from the date of promissory notes received as proceeds acquisition of asset dispositions permitted such interest) of not less than fifty (50) years in Real Estate utilized principally for behavioral healthcare facilities, Class A office space and/or hotel/resort properties which are of institutional quality or other income-producing real estate approved by ss.9.5.3 the Majority Banks, including earnxxx xxxey deposits relating thereto and Investments otherwise permitted by ss.transaction costs; (i) Subject to the provisions of Section 9.8, Investments consisting in undeveloped land and Real Estate which are held in a form other than undivided fee simple ownership or mortgageable ground leases having a remaining term (calculated from the date of loans and advances to employees for movingacquisition of such interest) of not less than fifty (50) years (such as, entertainmentwithout limitation, travel and other similar expenses cotenancy interests, leasehold interests, partnership interests, membership in the ordinary course a limited liability company, shares of business not to exceed $10,000,000 stock in the aggregate at any time outstandingcorporations owning real estate, or through mortgages or participation interests in or assignments of mortgages); (j) marketable direct or guaranteed obligations Investments in stock of United States municipalities other real estate investment companies; provided, however, that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an aggregate amount at any time so invested shall not to exceed $2,000,000 from any one issuing municipality and 20,000,000.00; (k) Investments in an convertible non-voting preferred stock and/or voting common stock of Fresh Choice, Inc.; provided, however, that the aggregate amount at any time so invested shall not to exceed the lesser $14,000,000.00; (l) Investments in Subsidiaries of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any affiliates of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k)such Subsidiaries; and (km) mutual funds investing Investments in marketable direct or guaranteed obligations of United States municipalities HBCLP, Inc.; provided, however, that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an aggregate amount at any time so invested shall not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,00050,000,000.00.

Restrictions on Investments. The Borrower REIT and the Borrowers will not, and will not permit any of the other Transaction Parties their Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments inexcept: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerAmerica; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, FNMA, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; PROVIDED, HOWEVER, that the aggregate amount at any time so invested with any single bank having total assets of less than $5,000,000,000 will not exceed $500,000; (cd) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Xxxxx'x or by S&P at not less than "P 1" or "P 2" if then rated by Moodx'x Xxxestors Services, Inc.Xxxxx'x, and not less than "A 1" or "A 2" if then rated by Standard and Poor'sS & P; (de) mutual funds mortgage-backed securities guaranteed by the Government National Mortgage Association, FNMA or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which invest solely at the time of purchase are rated by Xxxxx'x or by S&P at not less than "Aa" if then rated by Xxxxx'x and not less than "AA" if then rated by S & P; PROVIDED, that the aggregate value (based on current market value) of such Investments held by the REIT and its Subsidiaries at any time shall not exceed $10,000,000; (f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and (c); or (e) Investments existing on with banks described in the date hereof and listed on SCHEDULE 9.3 hereto; foregoing subsection (fc) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000500,000,000; (g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which attempt to maintain a level per-share value, invest principally in Investments with respect to Indebtedness permitted by ss.9.1(i)(iii)described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000; (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 the REIT, the Borrowers or their Subsidiaries in fee interests in Real Estate utilized principally for commercial purposes, including xxxxxxx money deposits relating thereto and Investments otherwise permitted by ss.transaction costs; (i) Subject to the applicable limitations, if any, set forth in Section 9.8, Investments consisting (A) in Wholly Owned Subsidiaries (other than the Acquisition Subsidiary), (B) Investments in Subsidiaries which are not Wholly Owned Subsidiaries or in Minority Interest Entities that are for the purpose of loans owning commercial real estate; PROVIDED, that so long as any Default or Event of Default shall have occurred and advances to employees for movingbe continuing, entertainmentno additional Investment shall be made under clause (B) hereof, travel and other similar expenses (C) in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstandingnotes receivable; (j) marketable direct or guaranteed obligations of United States municipalities Investments that are rated by Standard consistent with general business practices and Poor's strategies of the REIT and Moodx'x Investors Services, Inc. the Borrowers as investment grade of the Initial Closing Date and that mature within five (5) years from do not exceed in the date of purchase by the Borrower, in an amount not to exceed aggregate $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); and1,000,000; (k) mutual funds investing in marketable direct Investments consisting of recourse to the general credit of the REIT, any Borrower or guaranteed obligations of United States municipalities any Subsidiary with respect to any Non-recourse Indebtedness, to the extent that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase such recourse is permitted by the Borrowerdefinition of Non-recourse Indebtedness in Section 1.1 and Investments consisting of guarantees constituting Non-recourse Indebtedness permitted by Section 8.11; (l) Investments consisting of the cross-indemnifications and guarantees permitted by Section 8.1(k); (m) so long as payment therefor is permitted under Section 8.7, repurchases of limited partnership units held by minority investors in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000.Heritage OP or Xxxxxxx OP; and

Restrictions on Investments. The Borrower will not, and will not permit Guarantor or any of the other Transaction Parties to, Related Companies to make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America, Federal Home Loan Mortgage Corporation, Federal National Mortgage Association or any agency or instrumentality of the United States of America provided such obligations are backed by the full faith and credit of the United States of America, that mature within one (1) year from the date of purchase by the Borrower; (b) demand deposits, certificates of deposit, bankers acceptances, money market accounts, bankers acceptances eurodollar time deposits and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,0001,000,000,000 or repurchase obligations with a term of not more than 7 days with such banks for underlying securities of the type described in clause (a) of this §8.2; (c) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "“ P 1" 1 “ if rated by Moodx'x Xxxestors Xxxxx’x Investors Services, Inc.Inc. , and not less than "“A 1" ” if rated by Standard and Poor's’s and participations in short term commercial loans made to such corporations by a commercial bank which provides cash management services to the Borrower; (d) mutual funds which invest solely in the types of Investments described in ss.9.3(a), (b) and (c); (e) Investments existing or contemplated on the date hereof and listed on SCHEDULE 9.3 Schedule 8.2(d) hereto; (e) Investments made in the ordinary course of the Borrower’s business in Interest Rate Contracts; (f) Investments consisting of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000[Intentionally Omitted]; (g) direct Investments with respect in class B (or better) office properties (including the development of same) located in the greater New York City area, including fee simple and leasehold interests, in Real Estate Effective Control Assets, and in consolidated joint ventures in which the Borrower or its wholly-owned Subsidiary owns at least a 75% beneficial interest and has the right to Indebtedness permitted by ss.9.1(i)(iii);control policy and management of the subject joint venture; and (h) Investments consisting in the following categories so long as the aggregate amount, without duplication, of promissory notes received all Investments described in this paragraph (h) does not exceed, at any time, twenty-five percent (25%) of Total Assets (the “Permitted Investments Cap”) and the aggregate amount of each of the following categories of Investments does not exceed the specified percentage of Total Assets set forth in the following table: Permitted Developments (calculated at total project cost) 10 % Unconsolidated Entities primarily engaged in the business of development or ownership of class B (or better) office real estate located in the greater New York City area (calculated at book value of such Investment) 20 % Investment in properties (including the development of same) acquired in accordance with the provisions of §1031 of the Code (single tenant, triple net leased to tenant rated “A” or better by Standard & Poor’s Ratings Group or Xxxxx’x Investors Services, Inc., minimum remaining lease term of 15 years) 2 % Structured Finance Investments 15 % Other Investments in Real Estate Assets (including land) and in entities primarily engaged in the business of owning such assets 10 % Other Investments not otherwise specifically identified in this §8.2 10 % Notwithstanding the foregoing to the contrary, if, but only for so long as proceeds either (x) all Indebtedness of asset dispositions permitted by ss.9.5.3 and the Unconsolidated Entities does not exceed seventy-two percent (72%) of the aggregate dollar amount of the As-Is Values for all Real Estate Assets of such Unconsolidated Entities or (y) Structured Finance Investments otherwise permitted by ss.do not exceed twelve percent (12%) of Total Assets, then (i) the Permitted Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstanding; (j) marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within Cap shall increase from twenty-five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (5025%) of all Investments made by Total Assets to (A) during the Borrower or any 1221 Avenue of the Americas Investment Period, thirty-nine percent (39%) of Total Assets, or (B) during all other Transaction Parties under ss.9.3(a)periods, thirty percent (b), (c), (d30%) and (k)of Total Assets; and (kii) mutual funds investing the Maximum Percentage of Total Assets in marketable direct respect of Unconsolidated Entities (as described above) shall increase from twenty percent (20%) to (A) during the 1221 Avenue of the Americas Investment Period, thirty percent (30%), or guaranteed obligations (B) during all other periods, twenty-five percent (25%). Notwithstanding anything in this Agreement to the contrary, none of United States municipalities that are rated by Standard the provisions of § 8.2(h), and Poor's and Moodx'x Xxxestors Servicesno Default or Event of Default arising out of a breach of any of the provisions of § 8.2(h), Inc. as investment grade and that mature within five (5) years from may be amended, modified or waived without the date written consent of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000Requisite Lenders.

Restrictions on Investments. The Borrower will not, and will not permit Guarantor or any of the other Transaction Parties to, Related Companies to make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America, Federal Home Loan Mortgage Corporation, Federal National Mortgage Association or any agency or instrumentality of the United States of America provided such obligations are backed by the full faith and credit of the United States of America, that mature within one (1) year from the date of purchase by the Borrower; (b) demand deposits, certificates of deposit, bankers acceptances, money market accounts, bankers acceptances eurodollar time deposits and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,0001,000,000,000 or repurchase obligations with a term of not more than 7 days with such banks for underlying securities of the type described in clause (a) of this Section 8.2; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that at -45- the time of purchase have been rated and the ratings for which are not less than "" P 11 " if rated by Moodx'x Xxxestors Xxxxx'x Investors Services, Inc., and not less than "A 1" if rated by Standard and Poor's's and participations in short term commercial loans made to such corporations by a commercial bank which provides cash management services to the Borrower; (d) mutual funds which invest solely in the types of Investments described in ss.9.3(a), (b) and (c); (e) Investments existing or contemplated on the date hereof and listed on SCHEDULE 9.3 Schedule 8.2(d) hereto; (e) Investments made in the ordinary course of the Borrower's business in Interest Rate Contracts; (f) Investments consisting of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000Intentionally Omitted; (g) direct Investments with respect in class B (or better) office properties (including the development of same) located in the city of New York, New York, any of Westchester, Rockland, Nassau, or Suffolk Counties in the state of New York, Fairfield County in the state of Connecticut, or any of Xxxxxx County, Monmouth County or any county north thereof in the state of New Jersey, including fee simple and leasehold interests, in Real Estate Effective Control Assets, and in consolidated joint ventures in which the Borrower or its wholly-owned Subsidiary owns at least a 75% beneficial interest and has the right to Indebtedness permitted by ss.9.1(i)(iii);control policy and management of the subject joint venture; and (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss. (i) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in following categories so long as the aggregate amount, without duplication, of all Investments described in this paragraph (h) does not exceed, at any time outstanding; (j) marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Servicestime, Inc. as investment grade and that mature within twenty-five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (5025%) of all Investments made by Total Assets and the Borrower or any aggregate amount of each of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); and (k) mutual funds investing following categories of Investments does not exceed the specified percentage of Total Assets set forth in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000.following table:

Restrictions on Investments. The Borrower will not, and will not permit any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one five (15) year years from the date of purchase by the BorrowerBorrower or its Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; PROVIDED, HOWEVER, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000; (cd) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Xxxxx'x Investors Service, Inc. or by Standard & Poor's Corporation at not less than "P 1" if then rated by Moodx'x Xxxestors ServicesXxxxx'x Investors Service, Inc., and not less than "A 1" ", if then rated by Standard and & Poor's's Corporation; (de) mutual funds mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which invest solely at the time of purchase are rated by Xxxxx'x Investors Service, Inc. or by Standard & Poor's Corporation at not less than "Aa" if then rated by Xxxxx'x Investors Service, Inc. and not less than "AA" if then rated by Standard & Poor's Corporation; (f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and (c); or (e) Investments existing on with banks described in the date hereof and listed on SCHEDULE 9.3 hereto; foregoing subsection (fc) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000500,000,000; (g) Investments shares of so-called "money market funds" registered with respect to Indebtedness permitted by ss.9.1(i)(iii)the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000; (h) subject to the provisions of Section 9.6, Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 in fee interests in Real Estate constituting institutional grade, non-specialized industrial property, including xxxxxxx money deposits relating thereto and Investments otherwise permitted by ss.transaction costs; (i) Investments consisting in Subsidiaries in which the Borrower holds 100% of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstandingVoting Interests; (j) marketable direct subject to the provisions of Section 9.6, interests in partnerships, joint ventures, corporations or guaranteed obligations other entities which own institutional grade real property used principally for industrial purposes; (k) Investments in shares of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by beneficial interest in the Borrower, provided that the Borrower shall give notice to the Agent concurrently with the financial statements provided in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%'7.4(b) of all any such Investments made that have occurred during the preceding fiscal quarter of the Borrower; (l) Investments in purchase money notes payable to the order of the Borrower or any of its Subsidiaries which are received in connection with the sale by the Borrower or any of its Subsidiaries of Real Estate, provided that Borrower shall not, for any fiscal quarter, permit the other Transaction Parties under ss.9.3(a), aggregate outstanding principal balance of such purchase money notes to exceed ten percent (b), (c), (d10%) and (k); and (k) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date value of purchase by the Consolidated Total Assets of the Borrower, in an amount not adjusted pursuant to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000.-Section-9.7; and

Restrictions on Investments. The Neither the Parent Borrower nor any Pool Owner will not, and will not permit any of the other Transaction Parties to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerParent Borrower or Pool Owner; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000; (cd) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Xxxxx’x Investors Service, Inc. or by Standard & Poor’s Corporation at not less than "“P 1" ” if then rated by Moodx'x Xxxestors ServicesXxxxx’x Investors Service, Inc., and not less than "“A 1" ”, if then rated by Standard and & Poor's’s Corporation; (de) mutual funds mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which invest solely at the time of purchase are rated by Xxxxx’x Investors Service, Inc. or by Standard & Poor’s Corporation at not less than “Aa” if then rated by Xxxxx’x Investors Service, Inc. and not less than “AA” if then rated by Standard & Poor’s Corporation, such investment, when aggregated with the Investments set forth in §8.3(k), not to exceed five percent (5%) of Gross Asset Value; (f) repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and (c); or (e) Investments existing on with banks described in the date hereof and listed on SCHEDULE 9.3 hereto; foregoing subsection (fc) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000500,000,000; (g) Investments shares of so-called “money market funds” registered with respect to Indebtedness permitted by ss.9.1(i)(iii)the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000; (h) Investments consisting the acquisition of promissory notes received as proceeds fee interests or long-term ground lease interests by Parent Borrower or Pool Owner in (i) Real Estate which is utilized for income-producing Data Center Properties located in the continental United States or the District of asset dispositions permitted by ss.9.5.3 Columbia and Investments otherwise permitted by ss.businesses and investments incidental thereto, and (ii) subject to the restrictions set forth in this §8.3, the acquisition of Land Assets to be developed for the foregoing purposes and Development Properties to be used for the purposes set forth in §8.3(h)(i); (i) Investments consisting by Parent Borrower in wholly-owned Subsidiaries of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstandingParent Borrower; (j) marketable direct or guaranteed obligations of United States municipalities Investments in Land Assets, provided that are rated by Standard the aggregate Investment therein shall not exceed seven and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty half percent (507.5%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); andGross Asset Value; (k) mutual funds investing Investments in marketable direct mortgages or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount notes receivable not to exceed $2,000,000 from five percent (5%) of Gross Asset Value; (l) Investments in Development Projects, provided that the aggregate Investment therein shall not exceed thirty percent (30%) of the Gross Asset Value; (m) Investments in non-wholly owned Subsidiaries and Unconsolidated Affiliates, provided that the aggregate Investment therein shall not exceed twenty percent (20%) of Gross Asset Value; (n) Investments in assets located outside the United States, provided that the aggregate Investment therein shall not exceed ten percent (10%) of the Gross Asset Value; (o) Investments (i) in equipment which will be incorporated into the development of Data Center Properties, (ii) with utility companies to bring critical power to Data Center Properties, and (iii) with fiber optic companies to bring fiber optics to Data Center Properties. Notwithstanding the foregoing, in no event shall the aggregate value of the holdings of Parent Borrower and Pool Owners in the Investments described in §8.3(j)-(n) exceed thirty-five percent (35%) of Gross Asset Value at any mutual fund time. For the purposes of this §8.3, the Investment of Parent Borrower or Pool Owners in any non-Wholly Owned Subsidiaries and Unconsolidated Affiliates will equal (without duplication) the sum of (i) such Person’s pro rata share of their Unconsolidated Affiliate’s Investment in an aggregate amount not to exceed $5,000,000Land Assets; plus (ii) such Person’s pro rata share of any other Investments valued at the GAAP book value.

Restrictions on Investments. The Borrower will not, and will not permit any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerBorrower or its Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000; (cd) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Moodx'x Xxxestors Service, Inc. or by Standard & Poor's Corporation at not less than "P 12" if then rated by Moodx'x Xxxestors ServicesService, Inc., and not less than "A 1" 2", if then rated by Standard and & Poor's; (d) mutual funds which invest solely in the types of Investments described in ss.9.3(a), (b) and (c)'s Corporation; (e) Investments existing on the date hereof and listed on SCHEDULE 9.3 hereto; (f) Investments consisting of the Guaranties or Investments mortgage-backed securities guaranteed by the Borrower in (i) any of Government National Mortgage Association, the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; Federal National Mortgage Association or (iii) New Zycon in an aggregate amount not to exceed $50,000; (g) Investments with respect to Indebtedness permitted by ss.9.1(i)(iii); (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss. (i) Investments consisting of loans and advances to employees for moving, entertainment, travel the Federal Home Loan Mortgage Corporation and other similar expenses in mortgage-backed bonds which at the ordinary course time of business not to exceed $10,000,000 in the aggregate at any time outstanding; (j) marketable direct or guaranteed obligations of United States municipalities that purchase are rated by Moodx'x Xxxestors Service, Inc. or by Standard and & Poor's and Corporation at not less than "Aa" if then rated by Moodx'x Investors ServicesXxxestors Service, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); and (k) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are less than "AA" if then rated by Standard and & Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000.Corporation;

Restrictions on Investments. The Neither the Borrower nor the Trust will, nor will not, and will not either of them permit any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerBorrower or its Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under 100,000,000; provided, however, that the laws aggregate amount at any time so invested with any single bank having total assets of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and $1,000,000,000 will not less than "A 1" if rated by Standard and Poor'sexceed $200,000; (d) mutual funds which invest solely [Intentionally Omitted]; (e) [Intentionally Omitted]; (f) repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and (c); or (e) Investments existing on with banks described in the date hereof and listed on SCHEDULE 9.3 hereto; foregoing subsection (fc) Investments consisting or with financial institutions or other corporations having total assets in excess of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000500,000,000; (g) Investments shares of so-called “money market funds” registered with respect to Indebtedness permitted by ss.9.1(i)(iii)the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and have total assets in excess of $50,000,000; (h) Investments consisting the acquisition of promissory notes received as proceeds fee interests by the Borrower or its Subsidiaries in Real Estate which is utilized principally for shopping centers, and, subject to the restrictions set forth in §8.9 and §8.10 for development of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss.new shopping centers, the acquisition of undeveloped Real Estate; (i) Investments consisting in Subsidiaries of loans and advances to employees for movingthe Borrower or the Trust that are not one hundred percent (100%) owned by the Borrower or the Trust or in Unconsolidated Affiliates, entertainment, travel and other similar expenses which Subsidiaries or Unconsolidated Affiliates are engaged in the ordinary course ownership of business not Real Estate or development activity pursuant to §8.9 or §8.10, and Investments in mortgages and notes receivables from such Subsidiaries or Unconsolidated Affiliates, provided that in no event shall such Investments (including the principal amount payable pursuant to such notes) exceed $10,000,000 fifteen percent (15%) of Borrower’s Consolidated Total Adjusted Asset Value in the aggregate without the prior written consent of the Required Banks. For the purposes of this §8.3(i) only, notes receivable from Unconsolidated Affiliates shall be valued at any time outstandingface value (subject to reduction as a result of payments thereon); (j) marketable direct Investments (i) in any preferred stock issued by Trust which has been repurchased solely with the proceeds of a new issue of common or guaranteed obligations of United States municipalities that are rated preferred stock issued by Standard and Poor's and Moodx'x Investors ServicesTrust, Inc. as investment grade and that mature within five or (5ii) years from the date of purchase in any common stock issued by Trust which has been repurchased by the BorrowerTrust, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of their respective Subsidiaries, provided that in no event shall such Investments pursuant to clause (ii) exceed in the other Transaction Parties under ss.9.3(a), aggregate $15,000,000.00 (b), (c), (dcalculated based upon the consideration given for such stock) unless the respective ratio of Borrower’s and Guarantor’s Consolidated Total Liabilities to such Person’s Consolidated Total Adjusted Asset Value is equal to or less than 0.55 to 1 at the time of such Investment and would be equal to or less than 0.55 to 1 after giving effect to such Investment; (k) subject to the restrictions set forth in §8.9 and §8.10, investments in real estate investment trusts which own real property which is used principally for fee interests in Real Estate utilized principally for shopping centers located within the United States, provided that in no event shall the aggregate costs of all Investments pursuant to this §8.3(k) exceed the amount set forth with respect thereto in the Borrower’s annual budget and business plan delivered to the Agent pursuant to §7.4(n); and (kl) mutual funds investing Investments by Borrower in marketable direct or guaranteed obligations of United States municipalities Subsidiaries that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five one hundred percent (5100%) years from the date of purchase owned by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000.

Restrictions on Investments. The Borrower will not, and will not permit any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower; (b) demand deposits, certificates of deposit, bankers acceptances, money market deposits bank acceptances and time deposits of any of the Banks (including branches of any of the Banksi) or other United States banks or trust companies having total assets in excess of $1,000,000,000, (ii) any Lender or (iii) a commercial bank organized under the laws of any other country which is a member of the Organization for Economic Cooperation and Development (the "OECD"), or a political subdivision of such country, and having total assets in excess of $1,000,000,000, PROVIDED that such bank is acting through a branch or agency located in the country in which it is organized or another country which is a member of the OECD; (c) securities commonly known as "commercial paperCOMMERCIAL PAPER" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1P-2" if rated by Moodx'x Xxxestors Services, Inc.Xxxxx'x, and not less than "A 1A-2" if rated by Standard and Poor'sS&P; (d) mutual repurchase agreements with respect to securities described in clause (a) above entered into with an office of a bank or trust company meeting the criteria specified in clause (b) above; (e) money market funds which invest solely only in the types of Investments securities described in ss.9.3(aclauses (a), (b), (c) and (c)d) above; (ef) Investments existing on the date hereof and listed on SCHEDULE 9.3 heretothe consolidating balance sheet of the Borrower and its Subsidiaries as of the Balance Sheet Date; (fi) Investments consisting of the Guaranties or Subsidiary Guaranty and (ii) Investments by the Borrower in (i) any of Guarantor or by any Guarantor in the Guarantors, (ii) Hadco FSC Borrower or in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000; (g) Investments with respect to Indebtedness permitted by ss.9.1(i)(iii)any other Guarantor; (h) Investments by the Borrower or any Guarantor in a Permitted Acquisition so long as (i) in the event of a stock acquisition, the acquired Person (A) becomes a Guarantor in accordance with Section 8.11 or is designated as a Guarantor bY the Borrower and (B) has positive EBITDA for the immediately preceding twelve (12) month period prior to the acquisition date or (ii) in the event of an asset acquisition, (A) the assets so acquired shall have generated positive EBITDA during the twelve (12) month period immediately preceding the acquisition date or (B) if such assets did not generate EBITDA (positive or negative) during such twelve (12) month period immediately preceding the acquisition date, the Borrower projects such assets would add positive EBITDA for the Borrower for the twelve (12) month period immediately following the acquisition date; (A) Investments by the Borrower or any of its Subsidiaries in Subsidiaries of the Borrower which are not Guarantors and (B) Investments by the Borrower or any Guarantor in a Permitted Acquisition which do not meet the requirements set forth in clause (h) above, PROVIDED that the aggregate amount of Investments made after the date hereof pursuant to this Section 9.3(i) shall not exceed $150,000,000; (j) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss.Section 9.5.2; (ik) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 5,000,000 in the aggregate at any time outstanding; (jl) marketable direct or guaranteed obligations sales of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by inventory among the Borrower or any and its Subsidiaries in the ordinary course of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k)business; and (km) mutual funds investing in marketable direct or guaranteed obligations other Investments not otherwise permitted hereunder, PROVIDED that the aggregate amount of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount all such Investments outstanding at any time shall not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,00020,000,000.

Restrictions on Investments. The Borrower will not, and will not permit any of the other Transaction Parties to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a1) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower; (b2) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (3) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000; (c4) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Xxxxx'x Investors Service, Inc. or by Standard & Poor's Corporation at not less than "P 1" if then rated by Moodx'x Xxxestors ServicesXxxxx'x Investors Service, Inc., and not less than "A 1" ", if then rated by Standard and & Poor's's Corporation; (d5) mutual funds mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which invest solely at the time of purchase are rated by Xxxxx'x Investors Service, Inc. or by Standard & Poor's Corporation at not less than "Aa" if then rated by Xxxxx'x Investors Service, Inc. and not less than "AA" if then rated by Standard & Poor's Corporation; (6) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the types of Investments described in ss.9.3(aforegoing subsection (a), (b) and or (e) with banks described in the foregoing subsection (c)) or with financial institutions or other corporations having total assets in excess of $500,000,000; (e7) Investments existing on shares of so-called "money market funds" registered with the date hereof SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (f) and listed on SCHEDULE 9.3 heretohave total assets in excess of $50,000,000; (f) 8) Investments consisting in Affiliates of the Guaranties or Investments by Borrower; provided, however, any loans to Affiliates of the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000; (g) Investments with respect to Indebtedness permitted by ss.9.1(i)(iii); (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss. (i) Investments consisting of shall be fully funded loans and advances shall not obligate Borrower to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at advance any time outstanding; (j) marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of the other Transaction Parties additional funds under ss.9.3(a), (b), (c), (d) and (k)such loans; and (k9) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000Collateral Note.

Restrictions on Investments. The Borrower will shall not, and will shall not permit any of the other Transaction Parties Subsidiary to, purchase or acquire, or make any commitment therefor, any capital stock, equity interest, or other obligations or securities of, or any interest in, any other Person, or make or permit commit to exist make any acquisition under Section 7.4, or make or commit to remain outstanding make any Investment except for Investments advance, loan, extension of credit or capital contribution to or any other investment in, any other Person, other than: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower(and investments in mutual funds investing primarily in such obligations); (b) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks or Eligible Foreign Banks having total assets unimpaired capital and surplus in excess of $1,000,000,000250,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors ServicesService, Inc., and not less than "A 1" if rated by Standard and Poor's's Rating Group (and investments in mutual funds investing primarily in such securities); (d) mutual funds which invest solely extensions of credit in the types nature of Investments described accounts receivable or notes receivable arising from the sale or lease of goods or services in ss.9.3(a), (b) and (c)the ordinary course of business; (e) Investments investments existing on the date hereof and listed on SCHEDULE 9.3 heretoSchedule 7.3; (f) Investments consisting of loans and advances by any Subsidiary to the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000Borrower; (g) Investments investments with respect to Indebtedness permitted by ss.9.1(i)(iii)Section 7.1(e) so long as such entities remain Subsidiaries of the Borrower; (h) Investments consisting of promissory notes received as proceeds of asset dispositions investments permitted by ss.9.5.3 and Investments otherwise permitted by ss.under Section 7.4; (i) Investments consisting investments in Guarantors and International Guarantors; (j) investments in International Subsidiaries (other than International Guarantors) in an aggregate amount (including such investments existing as of the date hereof) not to exceed 7% of Consolidated Total Assets; (k) obligations with respect to the Guaranty under Section 20 and any International Guaranty Agreements; (l) loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 100,000 in the aggregate at any time outstanding; (j) marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); and (km) mutual funds investing other investments (including investments in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5joint ventures) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,0001,000,000.

Restrictions on Investments. The Borrower None of the Borrowers will, nor will not, and will not permit any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from or Canada, or marketable obligations of any instrumentality or agency thereof, the date payment of purchase the principal and interest of which is unconditionally guaranteed by the BorrowerUnited States of America or Canada; (b) demand deposits, certificates of depositdeposit or other obligations issued by, bankers acceptancesor bankers’ acceptances of, money market deposits and time deposits any bank or trust company organized under the laws of Brazil, Singapore, the Federal Republic of Germany, France, the United Kingdom, Japan, Canada or the United States of America or any of the Banks state thereof (including foreign branches of any of the Bankssuch bank or trust company) or other United States banks and having total assets capital, surplus and undivided profits in excess of $1,000,000,000100,000,000; (c) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any state thereof with a maturity not in excess of 270 days from the date of acquisition thereof and that at the time of purchase have been rated and the ratings for which are not less than "“P 1" 2” if rated by Moodx'x Xxxestors Services, Inc.Xxxxx’x, and not less than "“A 1" 2” if rated by Standard and Poor'sS&P; (d) mutual funds which invest solely in the types case of any foreign Subsidiary, but only with respect to countries in which such Subsidiary exists, such Investments described in ss.9.3(aof a comparable quality and term to the other Investments permitted by clauses (a), (b) and (c)) of this §9.3 as are usually made in the jurisdiction or jurisdictions in which the business of such foreign Subsidiary is principally conducted by prudent corporate investors in like circumstances; (e) Investments (including debt obligations and capital stock) received in connection with the bankruptcy or reorganization of suppliers and customers and in settlement of delinquent obligations of, and other disputes with, customers and suppliers arising in the ordinary course of business; (f) Investments existing on the date hereof in Subsidiaries; and other Investments existing on the date hereof and listed on SCHEDULE Schedule 9.3 hereto; (f) Investments consisting of the Guaranties or Investments by the Borrower in (i) any of the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000; (g) Investments by BGI in Subsidiaries, including such Investments existing on the date hereof, not to exceed in the aggregate fifteen percent (15%) of Consolidated Total Assets; provided that the above limitation shall not apply with respect to Indebtedness (x) Investments made in order to effect acquisitions permitted by ss.9.1(i)(iii)under §9.5 or (y) Investments in Xxxxxx Germany, Xxxxxx Luxembourg or Xxxxxx Switzerland or (z) Investments in Guarantors; and provided further that notwithstanding any provision set forth in this §9.3 to the contrary, Investments in the Luxembourg Subsidiaries other than Xxxxxx Luxembourg, other than amounts being held for application to the account of BGI, Xxxxxx Germany, Xxxxxx Luxembourg or Xxxxxx Switzerland, shall be limited to $100,000; (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 acquisitions or mergers and Investments otherwise permitted by ss.consolidations under §9.5; (i) (A) Investments by Subsidiaries of BGI in BGI, provided that any Investment by Subsidiaries in BGI must be an equity Investment or expressly subordinated to the prior payment in full in cash of all Obligations on terms disclosed to and reasonably acceptable to the Administrative Agent prior to the incurrence thereof; and (B) Investments by Subsidiaries of BGI in other Subsidiaries of BGI; (j) Investments consisting of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 5,000,000 in the aggregate at any time outstanding; (jk) marketable direct Investments in joint ventures; provided that the operation to be invested in is in a similar or guaranteed obligations of United States municipalities related business and provided further that are rated by Standard and Poor's and Moodx'x Investors Servicesafter giving effect to such joint venture, Inc. as investment grade and that mature within five the Borrowers shall be in compliance, on a pro forma historical basis, with all financial covenants; (5l) years Investments arising from payments under the date of purchase by the BorrowerBGI Guaranty, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower Xxxxxx Germany Guaranty, Xxxxxx Luxembourg Guaranty, Xxxxxx Switzerland Guaranty or any Guaranty executed and delivered pursuant to §6.1 of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k); andthis Credit Agreement; (km) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and Investments in an aggregate amount not to exceed $5,000,00050,000,000 outstanding at any time; (n) Investments in respect of Restricted Payments permitted pursuant to §9.4; (o) Investments by BGI arising from the repurchase or conversion of Subordinated Debt in compliance with §9.4; (p) to the extent constituting Investments, obligations under Derivative Contracts permitted under §9.1(c); and (q) guarantees that are expressly permitted by §9.1.

Restrictions on Investments. The Borrower will not, and will not permit Neither the Company nor any of the other Transaction Parties to, Other Guarantor shall make or permit to exist or to remain outstanding any Investment except for Investments investment other than investments in: (ai) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerCompany, the REIT or any Subsidiary Guarantor; (bii) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan banks, Federal national Mortgage Association, Government National Mortgage association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Bank, or any other agency or instrumentality of the United States of America; (iii) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000.00; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000.00 will not exceed $200,000.00; (civ) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time times of purchase have been are rated and the ratings for which are by Moody's Investors Service, Inc. or by Standard & Poor's Ratings Services, a Division of The McGraw Hill Companies at not less than "P 12" if then rated by Moodx'x Xxxestors ServicesService, Inc., and not less than "A 1" 2", if then rated by Standard and & Poor's's Ratings Services, a Division of The McGraw Hill Companies; (dv) mutual funds mortgage-backed securities guaranteed by the Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and other mortgage-backed bonds which invest solely in at the types time of Investments described in ss.9.3(a)purchase are rated by Moodx'x Xxxestors Service, (b) Inc. or by Standard & Poor's Ratings Services, a Division of The McGraw Hill Companies at not less than "Aa" if then rated by Moodx'x Xxxestors Service, Inc. and (c)not less than "AA" if then rated by Standard & Poor's Ratings Services, a Division of The McGraw Hill Companies; (evi) Investments existing on repurchase agreements having a term not greater than 90 days and fully secured by securities described in the date hereof and listed on SCHEDULE 9.3 hereto; (f) Investments consisting of the Guaranties or Investments by the Borrower in foregoing subsection (i) any of the Guarantors), (ii) Hadco FSC or (v) with banks described in an aggregate amount not to exceed $2,000,000; or the foregoing subsection (iii) New Zycon or with financial institutions or other corporations having total assets in an aggregate amount not to exceed excess of $50,000500,000,000.00; (gvii) Investments shares of so-called "money market funds" registered with respect to Indebtedness permitted by ss.9.1(i)(iii); (h) Investments consisting the SEC under the Investment Company Act of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss. 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (i) Investments consisting of loans through (vi) and advances to employees for moving, entertainment, travel and other similar expenses have total assets in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstanding; (j) marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser excess of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower or any of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (k)50,000,000.00; and (k) mutual funds investing in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000.or

Restrictions on Investments. The Neither the Borrower will, nor will not, and will not it permit any Guarantor or any of the other Transaction Parties its Subsidiaries to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the BorrowerREIT or its Subsidiary; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000; (c) securities commonly known as "commercial paper" issued by a corporation organized and existing under 100,000,000; provided, however, that the laws aggregate amount at any time so invested with any single bank having total assets of the United States of America or any state thereof that at the time of purchase have been rated and the ratings for which are not less than "P 1" if rated by Moodx'x Xxxestors Services, Inc., and $1,000,000,000 will not less than "A 1" if rated by Standard and Poor'sexceed $200,000; (d) mutual funds which invest solely in commercial paper assigned the types highest rating by two (2) or more national credit rating agencies and maturing not more than ninety (90) days from the date of Investments described in ss.9.3(a), (b) and (c)creation thereof; (e) Investments existing on bonds or other obligations having a short term unsecured debt rating of not less than A-1+ by S&P and P-1+ by Mxxxx’x and having a long term debt rating of not less than A by S&P and A1 by Mxxxx’x issued by or by authority of any state of the date hereof United States, any territory or possession of the United States, including the Commonwealth of Puerto Rico and listed on SCHEDULE 9.3 heretoagencies thereof, or any political subdivision of any of the foregoing; (f) Investments consisting repurchase agreements having a term not greater than ninety (90) days and fully secured by securities described in the foregoing §§8.3(a), 8.3(b) or 8.3(c) with banks described in the foregoing §8.3(c) or with financial institutions or other corporations having total assets in excess of $500,000,000; and (g) shares of so-called “money market funds” registered with the Guaranties SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing §§8.3(a) through 8.3(f) and have total assets in excess of $50,000,000. (h) the acquisition of fee or leasehold interests by the Borrower or its Subsidiaries in (i) Real Estate which is utilized for Self-Storage Properties located in the United States or the District of Columbia and businesses and investments incidental thereto, and (ii) subject to the restrictions set forth in this §8.3, the acquisition of Land Assets to be developed for the foregoing purpose; (i) Investments by the Borrower in Subsidiaries that are directly or indirectly one hundred percent (i100%) any of owned by the GuarantorsBorrower, (ii) Hadco FSC which in an aggregate amount not to exceed $2,000,000; or (iii) New Zycon in an aggregate amount not to exceed $50,000turn own Investments permitted by this §8.3; (gj) Investments with respect in Land Assets, provided that the aggregate Investment pursuant to Indebtedness permitted the §8.3(j) shall not at any time exceed five percent (5%) of Gross Asset Value; (k) Investments in Mortgage Loans secured by ss.9.1(i)(iiiproperties of the type described in §8.3(h)(i); (hl) Investments consisting of promissory notes received as proceeds of asset dispositions in non-Wholly-Owned Subsidiaries and Unconsolidated Affiliates, which in turn own Investments permitted by ss.9.5.3 and Investments otherwise permitted by ss.this §8.3, provided that the aggregate Investment pursuant to this §8.3(l) shall not at any time exceed twenty percent (20%) of Gross Asset Value; (im) Investments consisting in Development Properties for properties of loans and advances the type described in §8.3(h)(i), provided that the aggregate Investment pursuant to employees for movingthis §8.3(m) shall not at any time exceed ten percent (10%) of Gross Asset Value. For the avoidance of doubt, entertainment, travel and other similar expenses this §8.3(m) shall not prohibit the Borrower’s ability to make additional investments in Mortgage Loans in the ordinary course of business business; (n) Investments in Other Loans, provided that the maximum aggregate amount of Other Loans that may be made or committed shall not to exceed $10,000,000 in the aggregate at any time outstandingexceed five percent (5%) of Gross Asset Value; (jo) marketable direct Investments in preferred equity in Persons owning, and mezzanine loans secured by or guaranteed obligations related to, properties of United States municipalities the type described in §8.3(h)(i), provided that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5the aggregate Investment pursuant to this §8.3(o) years from the date of purchase by the Borrower, in an amount shall not to at any time exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty twenty percent (5020%) of all Investments made Gross Asset Value (provided, however, that any mezzanine loan that is the senior secured indebtedness with respect to real estate by virtue of there being no mortgage loan shall for the Borrower or any purposes of the other Transaction Parties under ss.9.3(a), (b), (c), (d) and (kthis §8.3 be considered a Mortgage Loan); and (kp) mutual funds investing Investments in marketable direct or guaranteed obligations securities of United States municipalities Persons whose primary business is the ownership and operation of Self-Storage Properties, provided that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within the aggregate Investment pursuant to this §8.3(p) shall not at any time exceed five percent (5%) years from of Gross Asset Value. Notwithstanding the foregoing, in no event shall the aggregate value of the holdings of the Borrower, any Guarantor and their Subsidiaries in the Investments described in §8.3(j), (l), (m), (n), (o) and (p) at any time exceed thirty percent (30%) of Gross Asset Value at any time. For the purposes of this §8.3, (x) the Investment of REIT or any of its Subsidiaries in any non-Wholly-Owned Subsidiaries and Unconsolidated Affiliates will equal (without duplication) the sum of (i) such Person’s Equity Percentage of their non-Wholly-Owned Subsidiaries’ and Unconsolidated Affiliates’ Investments valued in the manner set forth for the determination of Gross Asset Value, or if not included therein, valued at the GAAP book value, and (y) Investments in Development Properties shall be based on costs (including land) incurred to the date of purchase by the Borrower, determination in an amount not to exceed $2,000,000 from any mutual fund and accordance with GAAP. (q) Investments in an aggregate amount not to exceed $5,000,000Profits Participations.

Restrictions on Investments. The Borrower will notIn addition to the --------------------------- provisions of Section 2.20, and will not permit neither Borrower, the REIT or any of the other Transaction Parties to, Loan Party shall make or permit to exist or to remain outstanding any Investment except for Investments investment other than investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrower, the REIT or any Loan Party; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan banks, Federal National Mortgage Association, Government National Mortgage association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Bank, or any other agency or instrumentality of the United States of America that mature within one (1) year from the date of purchase by the Borrower, the REIT or any Loan Party; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000.00; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000.00 will not exceed $200,000.00; (cd) securities commonly known as "commercial paper" issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time times of purchase have been rated and the ratings for which are rate by Mxxxx'x or by S&P at not less than "P 12" if then rated by Moodx'x Xxxestors Services, Inc.Mxxxx'x, and not less than "A 1" 2", if then rated by Standard and Poor's; (d) mutual funds which invest solely in the types of Investments described in ss.9.3(a), (b) and (c)S&P; (e) Investments existing on the date hereof and listed on SCHEDULE 9.3 hereto; (f) Investments consisting of the Guaranties or Investments mortgage-backed securities guaranteed by the Borrower in (i) any of Government National Mortgage Association, the Guarantors, (ii) Hadco FSC in an aggregate amount not to exceed $2,000,000; Federal National Mortgage Association or (iii) New Zycon in an aggregate amount not to exceed $50,000; (g) Investments with respect to Indebtedness permitted by ss.9.1(i)(iii); (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss. (i) Investments consisting of loans and advances to employees for moving, entertainment, travel the Federal Home Loan Mortgage Corporation and other similar expenses in mortgage-backed bonds which at the ordinary course time of business not to exceed $10,000,000 in the aggregate at any time outstanding; (j) marketable direct or guaranteed obligations of United States municipalities that purchase are rated by Standard Mxxxx'x or by S&P at not less than "Aa" if then rated by Mxxxx'x and Poor's and Moodx'x Investors Services, Inc. as investment grade and not less than "AA" if then rated by S&P that mature within five one (51) years year from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and fifty percent (50%) of all Investments made by the Borrower REIT or any of Loan Party; (f) repurchase agreements having a term not greater than 90 days and fully secured by securities described in the other Transaction Parties under ss.9.3(aforegoing subsection (a), (b), ) or (e) with banks described in the foregoing subsection (c)) or with financial institutions or other corporations having total assets in excess of $500,000,000.00; (g) shares of so-called "money market funds" registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (da) through (f) and (k); and (k) mutual funds investing have total assets in marketable direct or guaranteed obligations excess of United States municipalities that are rated by Standard and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000.50,000,000.00;

Restrictions on Investments. The Borrower will not, and Loan Parties will not permit any of the other Transaction Parties to, make or permit to exist or to remain outstanding any Investment except for Investments in: (a) marketable direct or guaranteed obligations of the United States of America that mature within one (1) year from the date of purchase by the Borrowerany Loan Party; (b) marketable direct obligations of any of the following: Federal Home Loan Mortgage Corporation, Student Loan Marketing Association, Federal Home Loan Banks, Federal National Mortgage Association, Government National Mortgage Association, Bank for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Banks, Export-Import Bank of the United States, Federal Land Banks, or any other agency or instrumentality of the United States of America; (c) demand deposits, certificates of deposit, bankers acceptances, money market deposits acceptances and time deposits of any of the Banks (including branches of any of the Banks) or other United States banks having total assets in excess of $1,000,000,000100,000,000; provided, however, that the aggregate amount at any time so invested with any single bank having total assets of less than $1,000,000,000 will not exceed $200,000; (cd) securities commonly known as "“commercial paper" ” issued by a corporation organized and existing under the laws of the United States of America or any state thereof that State which at the time of purchase have been are rated and the ratings for which are by Xxxxx’x or by S&P at not less than "P 1" “P-1” if then rated by Moodx'x Xxxestors Services, Inc.Xxxxx’x, and not less than "A 1" “A-1”, if then rated by Standard and Poor's; (d) mutual funds which invest solely in the types of Investments described in ss.9.3(a), (b) and (c)S&P; (e) Investments existing on mortgage-backed securities guaranteed by the date hereof Government National Mortgage Association, the Federal National Mortgage Association or the Federal Home Loan Mortgage Corporation and listed on SCHEDULE 9.3 heretoother mortgage-backed bonds which at the time of purchase are rated by Xxxxx’x or by S&P at not less than “Aa” if then rated by Xxxxx’x and not less than “AA” if then rated by S&P; (f) shares of so-called “money market funds” registered with the SEC under the Investment Company Act of 1940 which maintain a level per-share value, invest principally in investments described in the foregoing subsections (a) through (e) and have total assets in excess of $50,000,000; (g) the Mortgaged Properties and the Negative Pledge Properties and related personal property; (h) Investments consisting in other Loan Parties or in wholly owned Subsidiaries of any Loan Party that is or becomes a Guarantor substantially contemporaneously therewith pursuant to §7.21; (i) Investments in Joint Ventures that are not otherwise prohibited under this Agreement; (j) the acquisition of Real Estate and extensions of trade credit in the ordinary course of business; (k) Investments of any Person existing at the time such Person becomes a Subsidiary or consolidates or merges with Borrower or any of its Subsidiaries so long as such Investments were not made in contemplation of such Person becoming a Subsidiary or of such consolidation or merger; (l) any Investments received in consideration for an asset sale permitted by this Agreement; (m) Investments (including Indebtedness and other obligations) received in connection with the bankruptcy or reorganization of customers and in settlement of delinquent obligations of, and other disputes with, customers and suppliers in the ordinary course of business; (n) Investments listed on Schedule 8.3 as of the Guaranties or Closing Date; (o) Investments by the Borrower in an SPE Subsidiary in connection with Non-Recourse Indebtedness; provided that (i) any such Investment in an SPE Subsidiary is in the form of the Guarantorsa contribution of additional Non-Recourse Assets or as common equity, and (ii) Hadco FSC purchases of Non-Recourse Assets pursuant to Permitted Recourse Undertakings in connection with Non-Recourse Indebtedness; (p) indemnities made and surety and performance bonds and letters of credit issued in the ordinary course of business; (q) Investments in connection with Hedge Agreements and Commodity Hedge Agreements permitted under this Agreement; (r) the purchase or other acquisition of property and assets or businesses of any Person or of assets constituting a business unit, a line of business or division of such Person, or Equity Interests in a Person that, upon the consummation thereof, will be a Subsidiary of Borrower (including as a result of a merger or consolidation); provided, that with respect to each purchase or other acquisition made pursuant to this §8.3(r) (each, a “Permitted Acquisition”): (1) to the extent required by this Agreement, the Equity Interest of such Subsidiary shall constitute Collateral and each applicable Loan Party and any such newly created or acquired Subsidiary shall be a Guarantor; and (2) (A) immediately before and after giving pro forma effect to any such purchase or other acquisition, no Default or Event of Default shall exist and be continuing and (B) Borrower has delivered to Agent a pro forma Compliance Certificate showing that after giving effect to such Investment, Loan Parties remain in compliance with the financial covenants in §9.1; (s) in addition to Investments otherwise expressly permitted by this Section, Investments by Borrower or any of its Subsidiaries in an aggregate amount not to exceed $2,000,000exceed, at any time, 2% of Consolidated Tangible Net Worth; or (iii) New Zycon in an aggregate amount not to exceed $50,000;and (gt) Investments in connection with respect to Indebtedness Distributions permitted by ss.9.1(i)(iii); (h) Investments consisting of promissory notes received as proceeds of asset dispositions permitted by ss.9.5.3 and Investments otherwise permitted by ss§8.7. (iu) Investments consisting Investment in Real Estate to the extent of loans and advances to employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $10,000,000 in the aggregate at any time outstanding; (j) marketable direct or guaranteed obligations of United States municipalities that are rated by Standard and Poor's and Moodx'x Investors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any one issuing municipality and in an aggregate amount not to exceed the lesser of $5,000,000 and a fifty percent (50%) undivided interest in approximately 6000 acres in the form of all a distribution in respect of a fifty percent (50%) interest in a Joint Venture with Cousins Properties (or an Affiliate of Cousins Properties) in a project known as “TEMCO Associates” (the “TEMCO Investment”); (v) Investments made by the Borrower constituting (i) interests in oil and gas minerals or any otherwise in respect of the other Transaction Parties under ss.9.3(a), (b), (c), (d) Mineral Activity and (k)ii) the acquisition of additional mineral interest acreage; and (kw) mutual funds investing Investments in marketable direct or guaranteed obligations of United States municipalities that are rated by Standard Convertible Bond Hedge Transactions and Poor's and Moodx'x Xxxestors Services, Inc. as investment grade and that mature within five (5) years from the date of purchase by the Borrower, in an amount not to exceed $2,000,000 from any mutual fund and in an aggregate amount not to exceed $5,000,000Capped Call Transactions.