Common use of Subsidiary Debt Clause in Contracts

Subsidiary Debt. Permit any of its Subsidiaries to create or suffer to exist, any Debt other than: (i) Debt owed to the Borrower or to a wholly owned Subsidiary of the Borrower, (ii) Debt existing on the Effective Date and described on Schedule 5.02(c) hereto (the “Existing Debt”), and any Debt extending the maturity of, or refunding or refinancing, in whole or in part, the Existing Debt, provided that the principal amount of such Existing Debt shall not be increased above the principal amount thereof outstanding immediately prior to such extension, refunding or refinancing, and the direct and contingent obligors therefor shall not be changed, as a result of or in connection with such extension, refunding or refinancing, (iii) Debt incurred by any Subsidiary in respect of securitizations of accounts receivable in an Invested Amount not to exceed $175,000,000 at any time outstanding, (iv) Debt in an aggregate principal amount that, when aggregated (without duplication) with Debt permitted to be secured by Liens in accordance with Section 5.02(a)(v), does not exceed at any time outstanding an amount equal to 10% of Consolidated Tangible Assets of the Borrower and its Subsidiaries taken as a whole, and (v) indorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business.

Subsidiary Debt. Permit any of its Subsidiaries to create or suffer to exist, exist any Debt other than: (i) Debt owed to the Borrower or to a wholly owned Subsidiary of the Borrower, (ii) Debt existing on the Effective Date and described on Schedule 5.02(c5.02(d) hereto (the “Existing Debt”), and any Debt extending the maturity of, or refunding or refinancing, in whole or in part, the Existing Debt, provided that the principal amount of such Existing Debt shall not be increased above the principal amount thereof outstanding immediately prior to such extension, refunding or refinancing, and the direct and contingent obligors therefor shall not be changed, as a result of or in connection with such extension, refunding or refinancing, (iii) Debt incurred secured by any Subsidiary in respect of securitizations of accounts receivable Liens permitted by Section 5.02(a)(ii) or (xiii), (iv) Debt arising under Permitted Receivables Financings in an aggregate Invested Amount not to exceed $175,000,000 250,000,000 at any time outstanding, (iv) Debt in an aggregate principal amount that, when aggregated (without duplication) with Debt permitted to be secured by Liens in accordance with Section 5.02(a)(v), does not exceed at any time outstanding an amount equal to 10% of Consolidated Tangible Assets of the Borrower and its Subsidiaries taken as a whole, and (v) indorsement of negotiable instruments for deposit or collection or similar transactions unsecured Debt incurred in the ordinary course of business.business aggregating for all of the Borrower’s Subsidiaries not more than $35,000,000 at any one time outstanding,

Subsidiary Debt. Permit any of its Subsidiaries to create or suffer to exist, any Debt other than: (ia) Debt owed to the Borrower Company or to a wholly owned Subsidiary of the Borrower,Company or Debt under this Agreement or the Notes; (iib) Debt existing on the Effective Date and described on Schedule 5.02(c) 6.04 hereto (the “Existing Debt”), and any Debt extending the maturity of, or refunding or refinancing, in whole or in part, the Existing Debt, provided that the principal amount of such Existing Debt shall not be increased above the principal amount thereof outstanding immediately prior to such extension, refunding or refinancing, and the direct and contingent obligors therefor shall not be changed, as a result of or in connection with such extension, refunding or refinancing,; (iiic) Debt incurred by any Subsidiary in respect of securitizations of accounts receivable in an Invested Amount not to exceed $175,000,000 at any time outstanding, (iv) Debt in an aggregate principal amount that, when aggregated (without duplication) with Debt permitted to be secured by Liens permitted by Section 6.01(b) aggregating for all of the Company’s Subsidiaries not more than $100,000,000 at any one time outstanding; (d) Debt that, in accordance aggregate with all Debt secured by Liens permitted by Section 5.02(a)(v6.01(e), does not exceed at any time outstanding an amount equal to 1015% of Consolidated Tangible Assets net worth of the Borrower Company and its Subsidiaries taken as a whole, at any one time outstanding; and (ve) indorsement endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business.

Subsidiary Debt. Permit any of its Subsidiaries to create or suffer to exist, any Debt other than: (ia) Debt owed to the Borrower or to a wholly owned Subsidiary of the Borrower,Borrower or Debt under this Agreement or the Notes; (iib) Debt existing on as of the Effective Date date hereof and described on Schedule 5.02(c) 6.04 hereto (the “Existing Debt”), and any Debt extending the maturity of, or refunding or refinancing, in whole or in part, the Existing Debt, provided that the principal amount of such Existing Debt shall not be increased above the principal amount thereof outstanding immediately prior to such extension, refunding or refinancing, and the direct and contingent obligors therefor shall not be changed, as a result of or in connection with such extension, refunding or refinancing,; (iiic) Debt incurred by any Subsidiary in respect of securitizations of accounts receivable in an Invested Amount not to exceed $175,000,000 at any time outstanding, (iv) Debt in an aggregate principal amount that, when aggregated (without duplication) with Debt permitted to be secured by Liens permitted by Section 6.01(b) aggregating for all of the Borrower’s Subsidiaries not more than $100,000,000 at any one time outstanding; (d) Debt that, in accordance aggregate with all Debt secured by Liens permitted by Section 5.02(a)(v6.01(e), does not exceed at any time outstanding an amount equal to 1015% of Consolidated Tangible Assets net worth of the Borrower and its Subsidiaries taken as a whole, at any one time outstanding; and (ve) indorsement endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business.

Subsidiary Debt. Permit any of its Subsidiaries to create or suffer to exist, any Debt other than: (ia) Debt owed to the Borrower or to a wholly owned Subsidiary of the Borrower,Borrower or Debt under this Agreement or the Receipt; (iib) Debt existing on the Effective Date and described on Schedule 5.02(c) 6.04 hereto (the “Existing Debt”), and any Debt extending the maturity of, or refunding or refinancing, in whole or in part, the Existing Debt, provided that the principal amount of such Existing Debt shall not be increased above the principal amount thereof outstanding immediately prior to such extension, refunding or refinancing, and the direct and contingent obligors therefor shall not be changed, as a result of or in connection with such extension, refunding or refinancing,; (iiic) Debt incurred by any Subsidiary in respect of securitizations of accounts receivable in an Invested Amount not to exceed $175,000,000 at any time outstanding, (iv) Debt in an aggregate principal amount that, when aggregated (without duplication) with Debt permitted to be secured by Liens permitted by Section 6.01(b) aggregating for all of the Borrower’s Subsidiaries not more than $100,000,000 at any one time outstanding; (d) Debt that, in accordance aggregate with all Debt secured by Liens permitted by Section 5.02(a)(v6.01(e), does not exceed at any time outstanding an amount equal to 1015% of Consolidated Tangible Assets net worth of the Borrower and its Subsidiaries taken as a whole, at any one time outstanding; and (ve) indorsement endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business.

Subsidiary Debt. Permit any of its Subsidiaries to create or suffer to exist, any Debt other than: (i) Debt owed to the Borrower or to a wholly owned Subsidiary of the Borrower,Borrower or Debt under this Agreement or the Notes; (iij) Debt existing on the Effective Date and described on Schedule 5.02(c) 6.04 hereto (the “Existing Debt”), and any Debt extending the maturity of, or refunding or refinancing, in whole or in part, the Existing Debt, provided that the principal amount of such Existing Debt shall not be increased above the principal amount thereof outstanding immediately prior to such extension, refunding or refinancing, and the direct and contingent obligors therefor shall not be changed, as a result of or in connection with such extension, refunding or refinancing,; (iiik) Debt incurred by any Subsidiary in respect of securitizations of accounts receivable in an Invested Amount not to exceed $175,000,000 at any time outstanding, (iv) Debt in an aggregate principal amount that, when aggregated (without duplication) with Debt permitted to be secured by Liens permitted by Section 6.01(b) aggregating for all of the Borrower’s Subsidiaries not more than $100,000,000 at any one time outstanding; (l) Debt that, in accordance aggregate with all Debt secured by Liens permitted by Section 5.02(a)(v6.01(e), does not exceed at any time outstanding an amount equal to 1015% of Consolidated Tangible Assets net worth of the Borrower and its Subsidiaries taken as a whole, and at any one time outstanding; and DMEAST #17134304 v10 37 (vm) indorsement endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business.

Subsidiary Debt. Permit any of its Subsidiaries to create or suffer to exist, any Debt other than: (ia) Debt owed to the Borrower Company or to a wholly owned Subsidiary of the Borrower,Company or Debt under this Agreement or the Notes; (iib) Debt existing on the Effective Date and described on Schedule 5.02(c) 6.04 hereto (the “Existing Debt”), and any Debt extending the maturity of, or refunding or refinancing, in whole or in part, the Existing Debt, provided that the principal amount of such Existing Debt shall not be increased above the principal amount thereof outstanding immediately prior to such extension, refunding or refinancing, and the direct and contingent obligors therefor shall not be changed, as a result of or in connection with such extension, refunding or refinancing,; (iiic) Debt incurred by any Subsidiary in respect of securitizations of accounts receivable in an Invested Amount not to exceed $175,000,000 at any time outstanding, (iv) Debt in an aggregate principal amount that, when aggregated (without duplication) with Debt permitted to be secured by Liens permitted by Section 6.01(b) aggregating for all of the Company’s Subsidiaries not more than $50,000,000 at any one time outstanding; (d) Debt that, in accordance aggregate with all Debt secured by Liens permitted by Section 5.02(a)(v6.01(e), does not exceed at any time outstanding an amount equal to 1015% of Consolidated Tangible Assets net worth of the Borrower Company and its Subsidiaries taken as a whole, at any one time outstanding; and (ve) indorsement endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business.

Subsidiary Debt. Permit any of its Subsidiaries to create or suffer to exist, any Debt other than: (i) Debt owed to the Borrower Company or to a wholly owned Subsidiary of the BorrowerCompany or Debt under this Agreement or the Notes, (ii) Debt existing on the Effective Date and described on Schedule 5.02(c5.02(d) hereto (the “Existing Debt”), and any Debt extending the maturity of, or refunding or refinancing, in whole or in part, the Existing Debt, provided that the principal amount of such Existing Debt shall not be increased above the principal amount thereof outstanding immediately prior to such extension, refunding or refinancing, and the direct and contingent obligors therefor shall not be changed, as a result of or in connection with such extension, refunding or refinancing, (iii) Debt incurred secured by any Subsidiary in respect Liens permitted by Section 5.02(a)(ii) aggregating for all of securitizations of accounts receivable in an Invested Amount the Company’s Subsidiaries not to exceed more than $175,000,000 50,000,000 at any one time outstanding, (iv) Debt in an aggregate principal amount that, when aggregated (without duplication) in aggregate with all Debt permitted to be secured by Liens in accordance with permitted by Section 5.02(a)(v), does not exceed at any time outstanding an amount equal to 1015% of Consolidated Tangible Assets net worth of the Borrower Company and its Subsidiaries taken as a whole, andat any one time outstanding, (v) indorsement endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business.

Subsidiary Debt. Permit any of its Subsidiaries to create or suffer to exist, any Debt other than: (i) Debt owed to the Borrower or to a wholly owned Subsidiary of the Borrower, (ii) Debt existing on the Effective Date and described on Schedule 5.02(c5.02(d) hereto (the “Existing Debt”"EXISTING DEBT"), and any Debt extending the maturity of, or refunding or refinancing, in whole or in part, the Existing Debt, provided PROVIDED that the principal amount of such Existing Debt shall not be increased above the principal amount thereof outstanding immediately prior to such extension, refunding or refinancing, and the direct and contingent obligors therefor shall not be changed, as a result of or in connection with such extension, refunding or refinancing, (iii) Debt incurred secured by any Subsidiary in respect Liens permitted by Section 5.02(a)(ii) or (xiii) aggregating for all of securitizations of accounts receivable in an Invested Amount the Borrower's Subsidiaries not to exceed more than $175,000,000 100,000,000 and $50,000,000, respectively, at any one time outstanding, (iv) Debt arising under Permitted Receivables Financings in an aggregate principal amount that, when aggregated (without duplication) with Debt permitted Invested Amount not to be secured by Liens in accordance with Section 5.02(a)(v), does not exceed $250,000,000 at any time outstanding an amount equal to 10% of Consolidated Tangible Assets of the Borrower and its Subsidiaries taken as a whole, andoutstanding, (v) indorsement of negotiable instruments for deposit or collection or similar transactions unsecured Debt incurred in the ordinary course of business.business aggregating for all of the Borrower's Subsidiaries not more than $35,000,000 at any one time outstanding, and

Subsidiary Debt. Permit any of its Subsidiaries to create or suffer to exist, any Debt other than: (i) Debt owed to the Borrower Company or to a wholly owned Subsidiary of the BorrowerCompany or Debt under this Agreement or the Notes, (ii) Debt existing on the Effective Date and described on Schedule 5.02(c5.02(d) hereto (the “Existing Debt”), and any Debt extending the maturity of, or refunding or refinancing, in whole or in part, the Existing Debt, provided that the principal amount of such Existing Debt shall not be increased above the principal amount thereof outstanding immediately prior to such extension, refunding or refinancing, and the direct and contingent obligors therefor shall not be changed, as a result of or in connection with such extension, refunding or refinancing, (iii) Debt incurred secured by any Subsidiary in respect Liens permitted by Section 5.02(a)(ii) aggregating for all of securitizations of accounts receivable in an Invested Amount the Company’s Subsidiaries not to exceed more than $175,000,000 100,000,000 at any one time outstanding, (iv) Debt in an aggregate principal amount that, when aggregated (without duplication) in aggregate with all Debt permitted to be secured by Liens in accordance with permitted by Section 5.02(a)(v), does not exceed at any time outstanding an amount equal to 1015% of Consolidated Tangible Assets net worth of the Borrower Company and its Subsidiaries taken as a whole, andat any one time outstanding, (v) indorsement endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business.