Common use of Investments Clause in Contracts

Investments. (i) held by the Borrower or such Subsidiary in the form of cash and Cash Equivalents, (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;

Investments. The Borrower shall not, and shall not permit any of its Subsidiaries to, directly or indirectly make or maintain any Investment except for the following: (ia) Investments existing on the Closing Date and disclosed on Schedule 7.03, and any refinancings of such Investments to the extent constituting Indebtedness otherwise permitted under Section 7.01(b), provided such refinancing complies with the provisions of Section 7.01(e); (b) Investments held by the Borrower or such Subsidiary in the form of cash and or Cash Equivalents,; (iic) made Investments in accounts, contract rights and chattel paper (each as defined in the ordinary course UCC), notes receivable and similar items arising or acquired from the sale of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred Inventory in the ordinary course of business consistent with the past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices practice of the Borrower, Borrower and its Subsidiaries and such Special Entities and Subsidiaries; (Cd) either (I) not Investments received in excess settlement of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant amounts due to agreements, documents or other instruments pursuant to which the Borrower or such any Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon effected in the request ordinary course of business; (e) Investments by the Borrower in any Wholly-Owned Subsidiary and Investments of any Wholly-Owned Subsidiary in the Borrower or in another Wholly-Owned Subsidiary; (f) loans or advances to employees of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit Borrower or any of itself and the other Lenders, to have a perfected first Lien within thirty (30) days its Subsidiaries (or such longer time period as the Administrative Agent may agree) following the date guaranties of any such Investment under this subclause (II) (loans and subject advances made by a third party to an agreement among the Administrative Agent on behalf employees of the Lenders on Borrower or any of its Subsidiaries) in the one handordinary course of business; provided, that the aggregate principal amount of all such loans and advances and guaranties of loans and advances shall not exceed $1,000,000 at any time; (g) Investments constituting Guaranty Obligations permitted by Section 7.01; (h) Investments in connection with a Permitted Acquisition; (i) Investments in Rabbi Trusts in an aggregate amount not to exceed $15,000,000 (plus income and capital growth with respect thereto); (j) Investments in the nature of, and arising directly as a result of, consideration received in connection with an Asset Sale made in compliance with Section 7.04; (k) Investments made in connection with the administrative agent on behalf of Foreign Subsidiary Reorganization; and (l) other Investments not constituting Acquisitions by the lenders under Borrower or any Subsidiary made after the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall Closing Date; provided that the aggregate outstanding amount of all Investments made under pursuant to this subclause clause (IIl) exceed $50,000,000; at a time when the Leverage Ratio (v) after giving pro forma effect to such Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any Indebtedness incurred in connection therewith) was greater than or equal to 2.00 to 1.00 shall not exceed 10% of the consolidated total assets of the Borrower and its Subsidiaries, as determined in accordance with GAAP as of the last day of the immediately preceding Fiscal Year; provided further that upon request by the Administrative Agent at any time the Leverage Ratio is greater than or equal to 2.00 to 1.00, the Borrower shall deliver to the Administrative Agent a schedule of all then-outstanding Investments made pursuant to this clause (l) at a time when the Leverage Ratio was less than 2.00 to 1.00. For purposes of covenant compliance, the amount of any Investment shall be the original cost of such Investment, minus the amount of any portion of such Investment repaid to the investor as a dividend, repayment of loan or advance, release or discharge of a guarantee or other stock obligation or securities ofother transfer of property or return of capital, as the case may be, but without any other adjustments for increases or decreases in value, or Investments inwrite-ups, CoBank write-downs or investment services write-offs with respect to such Investment or programs;interest earned on such Investment.

Investments. (i) held by the Borrower or such any Restricted Subsidiary in the form of cash and Cash Equivalents, any Loan Party; (ii) made by any Restricted Subsidiary that is not a Loan Party in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, any other Restricted Subsidiary that is also not a Loan Party; (iii) by the Borrower or any Restricted Subsidiary in any Restricted Subsidiary; provided that the aggregate amount of such Investments made by Loan Parties after the Closing Date in Restricted Subsidiaries that are not Loan Parties in reliance on this clause (including debt obligations iii), shall not exceed, the greater of (x) $100,000,000 and Equity Interests(y) received in connection with the bankruptcy or reorganization 2.50% of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, Consolidated Total Assets; (iv) in any Special Entity, so long as in each case such Investments are (A) made in other intercompany liabilities amongst the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in Borrower and the ordinary course of business and capital expenditures Subsidiary Guarantors incurred in the ordinary course of business consistent with past practices but only that are unsecured and subordinated to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; Obligations; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit other intercompany liabilities amongst Restricted Subsidiaries that are not Subsidiary Guarantors incurred in the ordinary course of business in connection with the cash management operations of such Restricted Subsidiaries; and consistent with past practices; and (vi) Investments by the CoBank Equities and Borrower or any Subsidiary Guarantor in any Restricted Subsidiary that is not a Subsidiary Guarantor consisting solely of (x) the contribution of Equity Interests of any other stock Restricted Subsidiary that is not a Subsidiary Guarantor held directly by the Borrower or securities ofsuch Subsidiary Guarantor in exchange, Equity Interests (or Investments inadditional share premium or paid in capital in respect of Equity Interests) of the Restricted Subsidiary to which such contribution is made so long as the Equity Interests of the transferee Restricted Subsidiary is pledged to secure the Obligations; provided, CoBank or investment services or programsthat immediately following the consummation of an Investment pursuant to the preceding clause (x), the Restricted Subsidiary whose Equity Interests are the subject of such Investment remains a Restricted Subsidiary;

Investments. Such Obligor will not, and will not permit any of its Subsidiaries to, make, directly or indirectly, or permit to remain outstanding any Investments except: (a) Investments outstanding on the date hereof and identified in Schedule 9.05 and any modification, replacement, renewal or extension thereof to the extent not involving new or additional Investments; (b) operating deposit accounts with banks and securities accounts with banks and other financial institutions that either qualify as an Excluded Account or comply with Section 8.16; (c) extensions of credit in the nature of deposits, accounts receivable, trade debt granted or notes receivable arising from the purchase or sale of goods or services in the ordinary course of business and prepaid royalties and other credit extensions and advances arising in the ordinary course of business; (d) Permitted Cash Equivalent Investments to the extent held in a Controlled Account; (e) Investments by (i) held any Obligor in any other Obligor, (ii) any Subsidiary that is not an Obligor in any other Subsidiary that is not an Obligor, and (iii) by the Borrower in Icagen-T; (f) Hedging Agreements entered into in by any Obligor or such its Subsidiary in the form ordinary course of cash business for the purpose of hedging currency risks or interest rate risks (and Cash Equivalents,not for speculative purposes) not to exceed $250,000 in the aggregate outstanding at any time; (iig) Investments consisting of prepaid expenses, negotiable instruments held for collection or deposit, security deposits with utilities, landlords and other like Persons and deposits in connection with workers’ compensation and similar deposits, in each case made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices,business; (iiih) loans, advances and guarantees to or in favor of employees, officers, directors and consultants in the ordinary course of business which in the aggregate shall not exceed $250,000 outstanding at any time; (i) Investments (including debt obligations i) in connection with a Permitted Acquisition and Equity Interests(ii) in connection with Casualty Events permitted by Section 3.03(b); (j) Investments received in connection with the bankruptcy any Insolvency Proceedings in respect of any customers, suppliers or reorganization of suppliers and customers clients or in settlement of delinquent obligations of, or and other disputes with, customers customers, suppliers or clients; (k) Investments permitted by Sections 9.01, 9.02, 9.03, 9.06 and suppliers arising 9.09; (l) Investments in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only newly created Subsidiaries to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent Subsidiary complies with past practices but only Section 8.12 to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vim) so long as no Default or Event of Default has occurred and is continuing at the CoBank Equities and time such Investments are made, other Investments in an aggregate principal amount not to exceed $500,000 at any other stock or securities of, or Investments in, CoBank or investment services or programs;time outstanding.

Investments. Make any Investment, except: (a) (i) held Investments in Subsidiaries to the extent existing on the Closing Date (following the consummation of the US Footwear Acquisition), (ii) additional Investments by any Obligor in another Obligor, (iii) additional Investments by Subsidiaries of the Parent that are not Obligors in other Subsidiaries that are not Obligors, (iv) additional Investments by the Borrower Obligors in Subsidiaries that are not Obligors and (v) additional Investments by any Subsidiaries of the Parent that are not Obligors in Obligors, so long as subject to a subordination agreement relating to such Investment in form and substance satisfactory to the Agent; provided that (A) the aggregate amount of such investments in clause (iv) shall not exceed $3,000,000 at any time and (B) no Default or Event of Default exists at the time such Subsidiary in the form of Investment is made; (b) cash and Cash Equivalents,; (iic) Permitted Acquisitions; (d) advances to an officer or employee for salary, travel expenses, commissions and similar items in the Ordinary Course of Business; (e) to the extent constituting an Investment, prepaid expenses and extensions of trade credit made in the ordinary course Ordinary Course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices,Business; (iiif) Deposit Accounts maintained in accordance with this Agreement; (g) Investments (including debt obligations and Equity Interestsobligations) received in connection with the bankruptcy or reorganization of suppliers and customers or and in settlement of delinquent obligations of, or and other disputes with, customers and suppliers arising in the ordinary course Ordinary Course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss,Business; (ivh) in any Special Entity, so long as in each case such Investments are (A) deposits made in the ordinary course Ordinary Course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business Business consistent with past practices but only to secure the performance of leases or in connection with bidding on government contracts; (i) Investments in certificates of deposit and bank deposits with financial institutions located in Puerto Rico and the Dominican Republic, solely to the extent they are Ordinary Capital Expenditures) necessary to maintain preferred tax treatment or country of origin status in such Special Entitylocations, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of to exceed $25,000,000 5,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have for Parent and its Subsidiaries on a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000consolidated basis; (vj) Investments consisting of extensions of credit in Swaps, hedge agreements, derivative agreements and similar arrangements in connection with Debt, in all cases for bona fide hedging activities and not for speculative purposes, only to the extent unsecured (other than Bank Products) and not to exceed in the nature aggregate a notional amount equal to the sum of accounts receivable or notes receivable arising from the grant of trade credit in Loans, the ordinary course of business Revolving Loans and consistent with past practices$5,000,000 at any time outstanding for Parent and its Subsidiaries; and (vik) additional Investments (other than Acquisitions), not to exceed in the CoBank Equities aggregate $5,000,000 at any time outstanding, so long as, and any other stock or securities ofto the extent that, or Investments inboth immediately before and immediately after giving effect thereto, CoBank or investment services or programs;the Payment Conditions are satisfied.

Investments. The Borrower shall not, nor shall it permit any Guarantor to, make or hold any Investment, except: (i) held by the Borrower or such Subsidiary Investments in the form of cash and Cash Equivalents,any Loan Party; (ii) made Investments in Cash Equivalents and Marketable Securities; (iii) receivables owing to any Loan Party if created or acquired in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss,business; (iv) in any Special Entitylease, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory utility and other similar deposits in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only other deposits permitted pursuant to the extent they are Ordinary Capital Expendituresclause (iii) of such Special Entity, (B) consistent with past practices the definition of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such “Permitted Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000”; (v) Investments made for consideration consisting only of extensions Capital Stock of credit the Borrower (other than any Disqualified Equity Interests of the Borrower); (vi) guarantees of performance obligations, and guarantees of other obligations not constituting Indebtedness for borrowed money, in the nature of accounts receivable or notes receivable arising from the grant of trade credit each case in the ordinary course of business; (vii) (x) Investments outstanding on the Closing Date and described on Schedule 7 and (y) Investments outstanding on the Closing Date in an aggregate amount not to exceed $20,000,000; (viii) Permitted Acquisitions; (ix) Investments in mortgages, receivables, other securities or ownership interests, loans or advances made in connection with a strategy to acquire land or other homebuilding assets through foreclosure or other exercise of remedies; (x) Investments in trade creditors or customers received pursuant to any plan of re-organization or similar arrangement upon the bankruptcy or insolvency of such trade creditors or customers; (xi) Investments received in settlement of debts owing to a Loan Party in the ordinary course of business; (xii) loans and advances to (x) employees and (y) agents, customers or suppliers, not to exceed $2,000,000 in an aggregate at any time outstanding under this clause (xii); (xiii) Investments in negotiable instruments deposited or to be deposited for collection in the ordinary course of business; (xiv) advances made in connection with purchases of goods or services in the ordinary course of business; (xv) Investments resulting from Financial Contracts permitted by Section 7.28; (xvi) other Investments, in Persons (including Subsidiaries that are not Guarantors) that are engaged in one or more lines of business that would be permitted pursuant to Section 7.9, in an aggregate amount outstanding at any time not in excess of the greater of $50,000,000 and consistent with past practices10% of Tangible Net Worth (determined at the time any such Investment is made); and (vixvii) other Investments in an aggregate amount outstanding at any time not in excess of the CoBank Equities greater of $10,000,000 and 1.5% of Tangible Net Worth (determined at the time any such Investment is made). For purposes of compliance with this Section 7.14, the amount of any Investment at any time shall be the amount actually invested (measured at the time made), without adjustment for subsequent changes in the value of such Investment, net of all dividends, distributions, return of capital and other stock amounts received or securities ofrealized in respect of such Investment, up to the original amount of such Investment (all such amounts, “Returns”). In addition, for the avoidance of doubt, if any existing Subsidiary that was not previously a Guarantor subsequently becomes a Guarantor pursuant to Section 7.16, such joinder as a Guarantor shall be deemed to constitute a Return on any Investment in such Subsidiary previously made pursuant to clause (xvi) or Investments in, CoBank or investment services or programs;(xvii) above.

Investments. (i) held by the Borrower or such Subsidiary in the form of cash and Cash Equivalents, (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent U.S. Cellular Credit Agreement, the Parent CoBank Borrower Term Loan Facility or the Revolving CoBank U.S. Cellular Term Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;

Investments. Each of Holdings and Company shall not, and shall not permit any of its Subsidiaries to, directly or indirectly, make or own any Investment in any Person, including without limitation any Joint Venture, except: (ia) held by the Borrower or such Subsidiary Investments in the form of cash Cash and Cash Equivalents,; (iib) made Investments by Holdings in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices,Company; (iiic) Investments made by Company or any of its Subsidiaries in Subsidiary Guarantors which are wholly-owned Subsidiaries of Company; (including debt obligations and Equity Interestsd) Investments received by Company or any of its Subsidiaries in connection with the bankruptcy or reorganization of suppliers and customers of, or in settlement of delinquent obligations of, or other accounts and disputes with, customers or suppliers of such Person, in each case in the ordinary course of business; (e) accounts receivable arising, and suppliers arising trade credit granted, in the ordinary course of business of Company and its Subsidiaries, and any Securities received by Company or upon the foreclosure with respect to any secured Investment of its Subsidiaries in satisfaction or other transfer of title with respect to any secured Investment, in each case only partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary in order to prevent or limit loss,, and any prepayments and other credits to suppliers made in the ordinary course of business; (ivf) in intercompany loans to the extent permitted under Section 6.1(b); (g) Consolidated Capital Expenditures by Company or any Special Entity, so long as in each case such Investments are of its Subsidiaries permitted by Section 6.8(b) of the Revolving Credit Facility; (Ah) loans and advances by Company or any of its Subsidiaries to employees of Company and its Subsidiaries made in the ordinary course of business in an aggregate principal amount not to fund operating expenses exceed $2,000,000 at any time outstanding; (including, without limitation, purchases i) Investments by Company or any of inventory its Subsidiaries made in connection with Permitted Acquisitions permitted pursuant to Section 6.9(d); (j) Investments by Company or any of its Subsidiaries constituting non-Cash consideration received by Company and its Subsidiaries in connection with permitted Asset Sales pursuant to subsection 6.9(c); (k) Company and its Subsidiaries may continue to own the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices Investments owned by them as of the Borrower, Closing Date and described in Schedule 6.7; (l) other Investments by Company or any of its Subsidiaries and such Special Entities and (C) either (I) in an aggregate amount not in excess of $25,000,000 in the aggregate to exceed at any time outstanding or $10,000,000 (II) otherwise minus any Restricted Payments made pursuant to agreementsSection 6.5(f)), documents if no Default or other instruments pursuant Event of Default has occurred or is continuing or would result therefrom; and (m) additional Investments by Company or any of its Subsidiaries in an aggregate amount not to which exceed the Borrower Restricted Payment Amount so long as (i) no Default or Event of Default has occurred or is continuing or shall be caused thereby after giving effect to such Subsidiary Investment and (ii) after giving effect to such Investment, the Company and its Subsidiaries shall have a commitment to fund and in respect of which satisfied the Borrower shallInvestment Conditions. Notwithstanding the foregoing, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall any Credit Party make any Investment which results in or facilitates in any manner any Restricted Payment not otherwise permitted under the aggregate amount terms of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;Section 6.5.

Investments. Make, hold or acquire, or permit any Subsidiary of the Parent Borrower to so make, hold or acquire, any Investment in any Person, except: (a) Investments existing, or applicable to committed obligations, or anticipated to exist in the future, on the Effective Date and set forth in Schedule 6.06, and any extensions, renewals, replacements or reinvestments of Investments permitted by this clause (a), so long as the aggregate amount of all Investments pursuant to this clause (a) is not increased at any time above the amount of such Investment existing or committed as of the Effective Date (other than pursuant to an increase as required by the terms of any such Investment as in existence as of the Effective Date, or as otherwise permitted by this Section 6.06); (b) equity Investments by the Parent Borrower and its Subsidiaries in their respective Subsidiaries; (c) loans and advances to officers, directors, employees or consultants of the Parent Borrower or any Subsidiaries (i) held by the Borrower or such Subsidiary in the form of cash and Cash Equivalents, (ii) made in the ordinary course of business consisting in an aggregate outstanding amount not to exceed $5,000,000, (ii) in respect of Uniform Commercial Code Article 3 endorsements for collection payroll payments and expenses in the ordinary course of business or deposit (iii) in connection with any such Person’s purchase of Equity Interests of the Parent Borrower in an aggregate outstanding amount not exceeding, together with outstanding Debt permitted by Section 6.02(s), $15,000,000; (d) deposits required by government agencies or public utilities; (e) accounts receivable, security deposits and Uniform Commercial Code Article 4 customary prepayments, trade arrangements with credit and bank acceptance drafts and similar instruments delivered by customers, in each case consistent with past practices,case, in the ordinary course of business; (iiif) Investments by the Parent Borrower and its Subsidiaries in Cash Equivalents; (g) Investments in Hedge Agreements not prohibited by Section 6.09; (h) intercompany Investments by the Parent Borrower and its Subsidiaries to any Subsidiary of the Parent Borrower or the Parent Borrower; provided that not more than an aggregate amount of $50,000,000 of Investments may be made and remain outstanding, at any time, by Domestic Loan Parties to Subsidiaries which are not Domestic Loan Parties; (i) Investments (including debt obligations i) in accounts receivable in the ordinary course of business and Equity Interests(ii) received in connection with the bankruptcy or reorganization of suppliers and customers or and in settlement of delinquent obligations of, or and other disputes with, customers and suppliers arising in the ordinary course of business to the extent that the Parent Borrower or upon relevant Subsidiary was a creditor of such customer or supplier at the foreclosure time of filing of such bankruptcy, reorganization or at the time such obligation became delinquent or such dispute arose, as the case may be; (j) Investments arising out of the receipt of non-cash consideration for the Disposition of any property or assets permitted under Section 6.05; (k) Investments by the Parent Borrower and its Subsidiaries consisting of the purchase or other acquisition of all of the Equity Interests of another Person or the assets comprising a division or business unit or a substantial part or all of the business of another Person; provided that (i) the aggregate consideration in cash, Cash Equivalents and/or promissory notes for such purchases or other acquisitions (excluding any common stock of the Parent Borrower and cash received substantially simultaneously with respect such purchase or other acquisition from the issuance of common stock of the Parent Borrower) may not exceed, at the time of the making thereof, the greater of (A) $115,000,000 and (B) 15% of the Consolidated Net Tangible Assets and (ii) in the case of a purchase or acquisition of the Equity Interests of another Person, such purchase or acquisition was not preceded by an unsolicited tender offer for such Equity Interests by, or proxy contest initiated by, the Parent Borrower or any of its Subsidiaries; (l) other Investments by the Parent Borrower and its Subsidiaries consisting of the purchase or other acquisition of all of the Equity Interests of another Person or the assets comprising a division or business unit or a substantial part or all of the business of another Person; provided that (i) immediately before and immediately after giving pro forma effect to any secured Investment such purchase or other transfer acquisition, no Default shall have occurred and be continuing, (ii) the aggregate consideration in cash, Cash Equivalents and/or promissory notes for such purchases or other acquisitions (excluding any common stock of title the Parent Borrower and cash received substantially simultaneously with respect such purchase or other acquisition from the issuance of common stock of the Parent Borrower) may not exceed an unlimited amount if, immediately after giving effect to such purchase or other acquisition, the Parent Borrower shall be in pro forma compliance with Section 6.11, such compliance to be determined on the basis of the financial information most recently delivered (or required to have been delivered) to the Administrative Agent and the Lenders as though such Investment had been consummated as of the first day of the fiscal period covered thereby, (iii) in the case of a purchase or acquisition of the Equity Interests of another Person, such purchase or acquisition was not preceded by an unsolicited tender offer for such Equity Interests by, or proxy contest initiated by, the Parent Borrower or any Subsidiary and (iv) immediately before and immediately after giving pro forma effect to any secured Investmentsuch purchase or other acquisition, the Loan Parties are in compliance with Section 6.03; provided further that, if such acquisition is a Limited Condition Transaction, the conditions in clauses (i) and (ii) above may be satisfied as of the date of the entering into of the definitive agreement for such Limited Condition Transaction so long as no Specified Default shall have occurred and be continuing at the time of, or would result from, the consummation thereof; (m) Investments by the Parent Borrower and its Subsidiaries in joint venture entities that are not Subsidiaries in an aggregate amount not to exceed $50,000,000 (in each case, net of cash repayments of principal in the case of Investments consisting of loans, sale proceeds in the case of Investments consisting of debt instruments and cash equity returns (whether as a distribution, dividend, redemption or sale) in the case of Investments consisting of equity investments); (n) Investments resulting from pledges and deposits permitted under Section 6.01 (other than Section 6.01(r)); (o) transactions permitted by Section 6.02 (other than Section 6.02(b) or (h)), including the issuance by the Parent Borrower and/or any of its Subsidiaries of any permitted Guarantees; (p) (i) Guarantees by the Parent Borrower or any of its Subsidiaries of operating leases or of other obligations that do not constitute Debt, in each case only to entered into by the extent reasonably necessary in order to prevent Parent Borrower or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory its Subsidiaries in the ordinary course of business and capital expenditures incurred (ii) Guarantees by the Parent Borrower or any of its Subsidiaries of the lease obligations of suppliers, customers, franchisees and licensees of the Parent Borrower or any of its Subsidiaries, in each case, entered into in the ordinary course of business; (q) the Parent Borrower’s entry into (including payments of premiums in connection therewith), and the performance of obligations under, any Permitted Bond Hedge Transactions and Permitted Warrant Transactions in accordance with their terms; (r) Investments in connection with any Receivables Facility permitted under Section 6.02, the contribution, sale or other transfer of Receivables Assets, cash or Cash Equivalents made in connection with a Receivables Facility permitted under Section 6.02 or repurchases in connection with the foregoing (including the contribution or lending of cash and/or Cash Equivalents to Subsidiaries to finance the purchase of Receivables Assets from the Parent Borrower or any Subsidiary or to otherwise fund required reserves, the contribution of replacement or substitute assets to a Receivables Subsidiary and Investments of funds held in accounts permitted or required by the arrangements governing such Receivables Facility or any related Debt); (s) Investments of a Subsidiary acquired after the Effective Date or of a Person merged into the Parent Borrower or merged into or consolidated with any Subsidiaries after the Effective Date, in each case, (i) to the extent such acquisition, merger, or consolidation is permitted under this Section 6.06 and Section 6.04 (other than Section 6.04(d)) and (ii) to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger, or consolidation and were in existence on the date of such acquisition, merger, or consolidation; (t) acquisitions by the Parent Borrower or any of its Subsidiaries of obligations of one or more directors, officers, employees or consultants of the Parent Borrower or any of its Subsidiaries in connection with such director’s, officer’s, employee’s or consultant’s acquisition of Equity Interests of the Parent Borrower or any Subsidiary, so long as no cash is actually advanced by the Parent Borrower or any of its Subsidiaries to such directors, officers, employees or consultants in connection with the acquisition of any such obligations; (u) Investments to the extent that payment for such Investments is made with the Parent Borrower’s common Equity Interests; (v) Investments in the ordinary course of business consistent consisting of UCC Article 3 endorsements for collection or deposit and UCC Article 4 customary trade arrangements with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000customers; (vw) any Investment acquired by virtue of any Bail-in Action with respect to any Lender; (x) additional Investments consisting not otherwise permitted under this Section 6.06 subject to pro forma compliance at the time such Investments are made, with Section 6.11 as of extensions the most recent Measurement Period; provided that, immediately before and immediately after giving pro forma effect to any such Investments, no Default or Event of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business Default shall have occurred and consistent with past practicesbe continuing; and (viy) any Investment in respect of the CoBank Equities Spin-Off Transactions to the extent (i) described in the Registration Statement or (ii) otherwise disclosed in writing by the Parent Borrower to the Administrative Agent and any other stock the Lenders prior to the Effective Date and (x) filed by the Parent Borrower with the SEC and/or (y) obtained by the Company or securities of, or Investments in, CoBank or investment services or programs;the Parent Borrower from the IRS.

Investments. (i1) held Each of the Project Guarantors shall not, and the Project Guarantors shall take all Relevant Member Action, subject to the proviso at the end of Article VII, to cause each of the Project Companies not to, directly or indirectly, make or hold any Investments except (a) Investments by the Borrower or such Subsidiary Project Guarantors in the Project Companies existing as of the Closing Date as set forth on Schedule 5.12 and (b) Investments in the form of cash loans and advances by the Project Guarantor to the Project Company in which it holds an Equity Interest and capital contributions by the Project Guarantor to or in the Project Company in which it holds an Equity Interest made on or after the Closing Date in accordance with the terms of the applicable Project Company Operating Agreement, Master EPC Agreement or Equity Capital Contribution Agreement, as the case may be. (2) The Borrower and the Operating Guarantors shall not, and the Borrower and each Operating Guarantor shall cause each of the Other Subsidiaries not to, directly or indirectly, make or hold any Investments, except: (a) Investments by the Borrower, the Operating Guarantors and the Other Subsidiaries in Cash Equivalents,Equivalents at the time such Investment is made; (b) loans or advances by Borrower, the Operating Guarantors and the Other Subsidiaries to officers, directors and employees of Borrower, the Operating Guarantors and the Other Subsidiaries (i) for reasonable and customary business-related travel, entertainment, relocation and analogous ordinary business purposes, (ii) in connection with such Person’s purchase of Equity Interests of Parent or any direct or indirect parent thereof (provided that the amount of such loans and advances shall be contributed to the Borrower in cash as common equity) and (iii) for any other purposes not described in the foregoing clause (i) and (ii); provided that the aggregate principal amount outstanding at any time under clause (iii) above shall not exceed $1,000,000; (c) Investments (i) by the Borrower, the Operating Guarantors and the Other Subsidiaries in any Loan Party (other than Parent) or Other Subsidiary in the ordinary course of business consistent with the past practices of such parties (including, without limitation, capital contributions and other funding from the Borrower or the Operating Guarantors to any Other Subsidiary as and when required (including for working capital)) and (ii) by any Other Subsidiary in any Other Subsidiary; (d) Investments (i) consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and (ii) received in satisfaction or partial satisfaction thereof from financially troubled account debtors and other credits to suppliers in the ordinary course of business; (e) Investments consisting of (x) transactions permitted under Sections 7.01, 7.03 (other than 7.03(2)(c) and (2)(d)), 7.04 and 7.05 (other than 7.05(2)(e)), (y) Restricted Payments permitted by Section 7.06 and (z) repayments or other acquisitions of Indebtedness of the Borrower or a Guarantor not prohibited by Section 7.12; (f) Investments (i) existing or contemplated on the Closing Date and set forth on Schedule 7.02(2)(f) and any modification, replacement, renewal, reinvestment or extension thereof and (ii) existing on the Closing Date by the Borrower, the Operating Guarantors or the Other Subsidiaries in any Subsidiary and any modification, renewal or extension thereof; provided, in each case, that the amount of any original Investment under this clause (f) is not increased except by as contemplated by the terms of such Investment as of the Closing Date or as otherwise permitted by Section 7.02; (g) Investments in Swap Contracts permitted under Section 7.03; (h) promissory notes and other non-cash consideration received in connection with Dispositions permitted by Section 7.05; (i) any acquisition of all or substantially all the assets of, or all the Equity Interests (other than directors’ qualifying shares or any options for Equity Interests that cannot, as a matter of law, be cancelled, redeemed or otherwise extinguished without the express agreement of the holder thereof at or prior to acquisition) in, a Person or division or line of business of a Person (or any subsequent investment made in a Person, division or line of business previously acquired in a Permitted Acquisition) other than an Affiliate or Subsidiary of Borrower, in a single transaction or series of related transactions, if immediately prior to and after giving effect thereto: (i) no Event of Default shall have occurred and be continuing or would result therefrom (other than in respect of any Permitted Acquisition made pursuant to a legally binding commitment entered into at a time when no Default exists or would result therefrom); (ii) any acquired or newly formed Subsidiary shall not be liable for any Indebtedness except for Indebtedness otherwise permitted by Section 7.03 and (iii) the aggregate amount of such Investments by Loan Parties in assets that are not (or do not become) owned by a Loan Party or in Equity Interests in Persons that do not become Loan Parties upon consummation of such acquisition shall not exceed $7,500,000 (any such acquisition, a “Permitted Acquisition”); (j) Investments in the ordinary course of business consisting of Uniform Commercial Code UCC Article 3 endorsements for collection or deposit and Uniform Commercial Code UCC Article 4 customary trade arrangements with customers, in each case customers consistent with past practices,; (iiik) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss,; (ivl) Unsecured loans and advances by the Borrower or any Operating Guarantors to any Loan Party (other than Parent); (m) other Investments in an aggregate amount outstanding pursuant to this clause (m) (valued at the time of the making thereof, and without giving effect to any Special Entitywrite downs or write offs thereof) at any time not to exceed $500,000 in the aggregate (net of any return in respect thereof, so long as in each case such Investments are including dividends, interest, distributions, returns of principal, profits on sale, repayments, income and similar amounts); (An) made advances of payroll payments to employees in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000business; (vo) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit made in the ordinary course of business and consistent with past practicespractice in connection with obtaining, maintaining or renewing client contracts and loans or advances made to distributors in the ordinary course of business and consistent with past practice; (p) Investments of a Subsidiary acquired after the Closing Date or of a corporation merged or amalgamated or consolidated into the Borrower or merged, amalgamated or consolidated with a Subsidiary, in each case in accordance with Section 7.04 after the Closing Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger, amalgamation or consolidation, do not constitute a material portion of the aggregate assets acquired by the Borrower and its Subsidiaries in such transaction and were in existence on the date of such acquisition, merger or consolidation; (q) Investments financed with capital contributions or other equity investments (whether made in cash, Cash Equivalents or otherwise) in any Project Guarantor or Project Company; (r) Project Company Guarantees; (s) Guarantees by the Borrower or any Other Subsidiary of leases (other than Capitalized Leases) or of other obligations that do not constitute Indebtedness, in each case entered into in the ordinary course of business; and (vit) Investments in accordance with the CoBank Equities and terms of any other stock or securities of, or Investments in, CoBank or investment services or programs;Tax Equity Transaction Document.

Investments. Make any Investment except: (ia) held by Investments existing on the Closing Date and set forth on Schedule 8.04 and any modification, refinancing, renewal, refunding, replacement or extension thereof; provided that the amount of any Investment permitted pursuant to this Section 8.04(a) is not increased from the amount of such Investment on the Closing Date; (b) Investments in the Borrower or such and its wholly-owned Subsidiaries; (c) Investments by any non-wholly-owned Subsidiary in the form of cash and Cash Equivalents,any other non-wholly-owned Subsidiary; (iid) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices,Permitted Investments; (iiie) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers of, or in settlement of delinquent obligations of, or other accounts and disputes with, customers and suppliers arising suppliers, in each case in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss,business; (ivf) in any Special Entity, so long as in each case such Investments are (A) made consisting of loans and advances in the ordinary course of business to fund operating expenses employees so long as the aggregate principal amount thereof at any time outstanding shall not exceed $5,000,000; (includingg) Swap Contracts that are not speculative in nature, without limitation, purchases of inventory are entered into in the ordinary course of business and capital expenditures incurred are related to interest rate hedging for floating interest rate exposure or hedging (including currency and commodity hedging) of bookings, sales, income and dividends derived from the foreign operations of the Borrower or any Subsidiary or otherwise related to purchases from suppliers; (h) Permitted Acquisitions or transactions constituting Investments permitted pursuant to Section 8.05; (i) Investments in the ordinary course form of business consistent promissory notes and other non-cash consideration received in connection with past practices but only any asset disposition or transfer permitted by this Agreement; (j) Investments consisting of Guarantees of loans, in an aggregate amount outstanding at any time not to exceed $30,000,000, made by third parties to employees who are participants in the extent they are Ordinary Capital Expenditures) of Borrower’s stock purchase program, if implemented, to enable such Special Entity, (B) consistent with past practices employees to purchase common stock of the Borrower; (k) Investments consisting of Guarantees permitted by Section 8.01; (l) Investments in connection with a Receivables Program and non-recourse factoring of accounts receivable by Foreign Subsidiaries that is permitted under Section 8.05(b); (m) Investments acquired as a result of any Person becoming a Subsidiary or in connection with an Acquisition permitted hereunder (provided that such Investments were not made in contemplation of such Person becoming a Subsidiary or such Acquisition and were in existence at the time of such of such Person becoming a Subsidiary or such Acquisition) and any modification, refinancing, renewal, refunding, replacement or extension of such Investments (provided that the amount of any Investment permitted pursuant to this Section 8.04(m) is not increased from the amount of such Investment on the date of such Person becoming a Subsidiary or of such Acquisition); (n) Investments by the Borrower and its Subsidiaries in Equity Interests in Joint Ventures; provided that the aggregate amount of such Investments shall not exceed $50,000,000 at any time outstanding (in each case determined at the time of such Investment without regard to any write-downs or write-offs); (o) Investments in non-wholly-owned Subsidiaries in an aggregate amount not to exceed $100,000,000 at any time outstanding; and (p) other Investments so long as at the time each such Investment is made and immediately after giving effect thereto, the aggregate amount of such Special Entities and Investments does not exceed 5% of Consolidated Tangible Assets (Cdetermined as of the most recently ended fiscal quarter for which financial statements are available) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;outstanding.

Investments. Each of the Borrower and each Parent Guarantor will not, and will not permit any of their respective Subsidiaries to, make, incur, assume or suffer to exist any Investment in any other Person, except: (ia) held Investments existing on the Closing Date and identified in Item 7.2.5(a) ("Ongoing Investments") of the Disclosure Schedule; (b) Cash Equivalent Investments; (c) without duplication, Investments permitted as Indebtedness pursuant to Section 7.2.2; (d) without duplication, Investments permitted as Capital Expenditures of the Borrower and its Subsidiaries pursuant to Section 7.2.7; (e) Investments by any Parent Guarantor, the Borrower or any Subsidiary Guarantor in the Borrower or Subsidiary Guarantors that are Wholly-owned Subsidiaries of the Borrower; (f) Investments to the extent the consideration received pursuant to clause (c)(i) of Section 7.2.9 is not all cash; (g) Investments in the form of loans to officers, directors and employees of Holdings and its Subsidiaries for the sole purpose of purchasing Capital Stock of Holdings (or purchases of such loans made by others) in an aggregate amount at any time outstanding not to exceed $3,000,000; (h) other Investments made by the Borrower or any of its Subsidiaries, by way of contributions to capital, the making of loans or advances or the incurrence of Contingent Liabilities, in an aggregate amount not to exceed (i) to the extent such Subsidiary Investments are made with the Capital Stock of Holdings, $30,000,000 since the Closing Date (such amounts in this clause (h)(i) to be determined based on the form fair market value of cash and Cash Equivalents,such Capital Stock at the time of such Investments); and (ii) to the extent such Investments are not made with the Capital Stock of Holdings, $20,000,000 since the Closing Date, which Investments shall result in the ordinary course Borrower or the relevant Subsidiary acquiring (subject to Section 7.2.1) a majority controlling interest in the Person in which such Investment was made or increasing any such controlling interest maintained by it in such Person; or (i) other Investments made by the Borrower or any of business consisting its Subsidiaries in an aggregate amount not to exceed $1,000,000 at any time outstanding; provided, however, that (j) any Investment which when made complies with the requirements of Uniform Commercial Code Article 3 endorsements for collection the definition of the term "Cash Equivalent Investment" may continue to be held notwithstanding that such Investment if made thereafter would not comply with such requirements; (k) no Investment otherwise permitted by clause (c) (except to the extent permitted under Section 7.2.2), (f), (g), (h) or deposit (i) shall be permitted to be made if, immediately before or after giving effect thereto, any Default shall have occurred and Uniform Commercial Code Article 4 customary trade arrangements with customersbe continuing; and (l) no Investment otherwise permitted by clauses (a) through (i) may be made if, after giving effect to the application thereof, there shall be a "Default" or "Event of Default" under and as defined in the Senior Subordinated Note Indenture, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders effect on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;Closing Date.

Investments. No Credit Party shall, nor shall it permit any of its Restricted Subsidiaries to, directly or indirectly, make or own any Investment in any Person, including any Joint Venture, except: (a) Investments in Cash and Cash Equivalents; (i) held by equity Investments owned as of the Effective Date in any Subsidiary or Unrestricted Subsidiary and any Joint Venture and (ii) Investments made after the Effective Date in (x) the Holdings, the Borrower or such any Restricted Subsidiary, (y) by any Subsidiary that is not a Credit Party in another Subsidiary that is not a Credit Party and (z) by any Subsidiary that is not a Credit Party in a Credit Party; (c) Investments (i) in any Securities received in satisfaction or partial satisfaction thereof from financially troubled account debtors and (ii) deposits, prepayments and other credits to suppliers made in the form ordinary course of cash business consistent with the past practices of the Borrower and Cash Equivalents,its Subsidiaries; (iid) Investments consisting of the purchase of the remaining Equity Interests in Joint Ventures in which the Borrower or a Restricted Subsidiary owned as of the Effective Date; (e) intercompany loans and guarantees to the extent permitted under Sections 6.1(b), 6.1(i), 6.1(m) and 6.1(n) and other Investments in Subsidiaries which are not Credit Parties; (f) Consolidated Capital Expenditures with respect to the Borrower and the Guarantors; (g) loans and advances to directors, officers and employees of the Borrower and its Subsidiaries (i) made in the ordinary course of business consisting in an aggregate principal amount not to exceed $25,000,000 and (ii) made in connection with such Person’s purchase of Uniform Commercial Code Article 3 endorsements for collection Equity Interests of Borrower or deposit the direct parent of the Borrower (provided that such transaction is a non-cash transaction); (h) Permitted Acquisitions permitted pursuant to Section 6.8; (i) Investments described in Schedule 6.6 as of the Effective Date; (j) Interest Rate Agreements and Uniform Commercial Code Article 4 customary trade arrangements Currency Agreements which constitute Investments; (k) other Investments in an aggregate amount not to exceed the greater of (x) $275,000,000 and (y) 50% of Consolidated Adjusted EBITDA as of the last day of the most recently ended Test Period at any one time outstanding plus any unused amounts under the General RP Basket and the General Subordinated Debt Payments Basket as in effect immediately prior to the making of such Investment (the “General Investment Basket”) (which such amounts shall reduce the amount of the General RP Basket and General Subordinated Debt Payments Basket); (l) other Investments in an aggregate amount not to exceed the Cumulative Amount as in effect immediately prior to the making of such Investment; provided that (other than with customersrespect to usages of clauses (i), in each case consistent with past practices, (iii) or (vii) of Cumulative Amount) immediately prior to, and after giving effect thereto, no Event of Default pursuant to Section 8.1(a), (f) or (g) shall have occurred and be continuing or would result; (m) other Investments (including debt obligations and in an aggregate amount not to exceed the Cumulative Equity Interests) received Amount as in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only effect immediately prior to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) making of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which Investment; provided that the Borrower or such Subsidiary shall have a commitment delivered to fund and in respect Administrative Agent an officer’s certificate of which the Borrower shallan Authorized Officer, upon the request of the together with all relevant financial information reasonably requested by Administrative Agent, use commercially demonstrating in reasonable efforts detail the calculation of the Cumulative Equity Amount immediately prior to cause the Administrative Agent, for the benefit making of itself such Investment and the other Lenders, amount thereof elected to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000be so applied; (vn) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable securities of trade creditors or customers that are received in settlement of bona fide disputes arising from the grant of trade credit in the ordinary course of business business; (o) to the extent constituting Investments, Permitted Liens and consistent Restricted Junior Payments permitted under Section 6.4; (p) guarantees of (i) leases (other than Capital Leases) or of other obligations that do not constitute Indebtedness, in each case entered into in the ordinary course of business, and (ii) Indebtedness to the extent permitted under Section 6.1 and other obligations of Credit Parties not prohibited hereunder; (q) promissory notes and other non-cash consideration that is permitted to be received in connection with past practicesdispositions permitted by Section 6.8; (r) loans and advances to the direct parent of the Borrower in lieu of, and not in excess of the amount of (after giving effect to any other loans, advances or Restricted Junior Payments in respect thereof), Restricted Junior Payments to the extent permitted to be made to such Person in accordance with Section 6.4; (s) advances of payroll payments to directors, officers, employees, members of management and consultants in the ordinary course of business; (t) Investments held by a Subsidiary acquired after the Effective Date or of a Person merged into, amalgamated with or consolidated into the Borrower or a Subsidiary in accordance with Section 6.8 after the Effective Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger, amalgamation or consolidation and were in existence on the date of such acquisition, merger, amalgamation or consolidation; (u) Indebtedness permitted by Section 6.1(w) and 6.1(r); (v) additional Investments provided that (i) the Total Net Leverage Ratio does not exceed 6.30:1.00 on a Pro Forma Basis as of the last day of the most recently ended Test Period and (ii) no Event of Default under Section 8.1(a), (f) or (g) shall have occurred and be continuing; (w) any Permitted Reorganization and any IPO Reorganization Transactions; (x) [reserved]; (y) Investments in Unrestricted Subsidiaries in an aggregate principal amount at any time outstanding not to exceed the greater of (x) $190,000,000 and (y) 35% of Consolidated Adjusted EBITDA as of the last day of the most recently ended Test Period (the “Unrestricted Subsidiaries Investment Basket”); and (viz) Investments in Similar Businesses in an aggregate principal amount at any time outstanding not to exceed the CoBank Equities greater of (x) $275,000,000 and (y) 50% of Consolidated Adjusted EBITDA as of the last day of the most recently ended Test Period. To the extent an Investment is permitted to be made by a Restricted Subsidiary directly in any Subsidiary or any other stock Person who is not a Credit Party (each such person, a “Target Person”) under any provision of this Section 6.6, such Investment may be made by advance, contribution or securities distribution by a Credit Party to a Subsidiary or Holdings, which is further contemporaneously advanced or contributed to a Subsidiary for purposes of making the relevant Investment in the Target Person without such initial advance, contribution or distribution constituting an Investment for purposes of this Section 6.6 (it being understood that such ultimate Investment in the Target Person must satisfy the requirements of, or Investments and shall count towards any thresholds in, CoBank a provision of this Section 6.6 as if made by the applicable Subsidiary directly to the Target Person). For purposes of this Section 6.6, the amount of any Investment shall be the amount actually invested, without adjustment for subsequent increases or investment services decreases in the value of such Investment (including any write-downs or programs;write-offs thereof) but giving effect to any cash returns or cash distributions received by such Person with respect thereto in an amount not to exceed the original amount of such Investment. Notwithstanding the foregoing, in no event shall any Credit Party make any Investment which results in or facilitates in any manner any Restricted Junior Payment not otherwise permitted under the terms of Section 6.4.

Investments. Make or own any Investment in any Person, including any Joint Venture, except: (ia) held by Investments in cash and Cash Equivalents and Investments that were Cash Equivalents when made; (b) Investments owned as of the Borrower or such Closing Date in any Restricted Subsidiary and Investments made after the Closing Date in any Loan Party; (c) deposits, prepayments, advances in the form of cash a prepayment of expenses and Cash Equivalents, (ii) other credits to suppliers made in the ordinary course of business consisting consistent with the past practices of Uniform Commercial Code Article 3 endorsements the Group; (d) Investments to the extent that payment for collection such Investments is made with Equity Interests of the U.S. Borrower; (e) Investments that are acquired by any Group Member as a result of a Permitted Acquisition; provided that such Investments existed at the time of the Permitted Acquisition and were not made in contemplation thereof; (f) Consolidated Capital Expenditures with respect to the Loan Parties permitted by Section 6.07(c); (g) loans and advances to employees, consultants or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customersdirectors (managing or otherwise) of the Group made in the ordinary course of business in an aggregate principal amount at any one time outstanding not to exceed $15,000,000; (h) Permitted Acquisitions permitted pursuant to Section 6.08; (i) Investments in existence on, or pursuant to legally binding written commitments in existence on, the Closing Date as described in Schedule 6.06 and, in each case consistent with past practices,case, any extensions, modifications or renewals thereof so long as the amount of any Investment made pursuant to this clause (i) is not increased at any time above the amount of such Investment existing or committed, as applicable, on the Closing Date; (iiij) Currency Agreements, Interest Rate Agreements and Treasury Transactions which constitute Investments; (k) accounts, chattel paper and notes receivable arising from the sale or lease of goods or the performance of services in the ordinary course of business; (l) Investments (including debt obligations and Equity Interests) received in the ordinary course of business by any Group Member in connection with the bankruptcy or reorganization of suppliers and customers or and in settlement of delinquent obligations of, or and other disputes with, suppliers and customers and suppliers arising in the ordinary course of business business; (m) so long as no Default or upon Event of Default shall have occurred and be continuing or shall be caused thereby, other Investments in an aggregate amount not to exceed at any one time outstanding (i) $135,000,000 (or, if the foreclosure Incurrence Test is satisfied on a pro forma basis, 2.25% of Consolidated Total Assets, if greater), plus (ii) to the extent not included in the Available Amount, 100.0% of the aggregate cash dividends and distributions received by any Group Member from such Investments, plus (iii) if the Incurrence Test is satisfied on a pro forma basis, an amount equal to the Available Amount at such time; (n) Investments in the China JV in an aggregate amount not to exceed at any one time outstanding (i) $50,000,000, plus, (ii) to the extent not included in the Available Amount, 100.0% of the aggregate cash dividends and distributions received by any Group Member from the China JV; (o) Investments arising out of the receipt by any Group Member of noncash consideration for the sale of assets permitted under Section 6.08; (p) guaranties by any Group Member of operating leases (other than obligations with respect to any secured Investment Capital Leases) or of other transfer of title with respect to any secured Investmentobligations, that do not constitute Indebtedness, in each case only to entered into by the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made applicable Group Member in the ordinary course of business to fund operating expenses business; (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only q) guaranties permitted under Section 6.01 (except to the extent they are Ordinary Capital Expendituressuch guaranty is expressly subject to Section 6.06); (r) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise Investments made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit CKI Trust Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000;; and (vs) Investments consisting of extensions the redemption, purchase, repurchase or retirement of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;Equity Interests permitted under Section 6.04.

Investments. Neither the Borrower nor the Restricted Subsidiaries shall directly or indirectly, make or hold any Investments, except: (ia) held Investments by the Borrower or any of its Restricted Subsidiaries in assets that were Cash Equivalents when such Subsidiary in the form Investment was made; (b) loans or advances to officers, directors and employees of cash any Loan Party (or any direct or indirect parent thereof) or any of its Subsidiaries (i) for reasonable and Cash Equivalents, customary business-related travel, entertainment, relocation and analogous ordinary business purposes, (ii) made in connection with such Person’s purchase of Equity Interests of Holdings or any direct or indirect parent thereof (provided that the ordinary course amount of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit such loans and Uniform Commercial Code Article 4 customary trade arrangements with customers, advances shall be contributed to the Borrower in each case consistent with past practices, cash as common equity) and (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or for any other disputes with, customers and suppliers arising purposes not described in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, foregoing clauses (ivi) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in ii); provided that the aggregate principal amount outstanding at any time outstanding or under clause (IIiii) otherwise made pursuant to agreements, documents or other instruments pursuant to which above shall not exceed $15,000,000; (c) Investments (i) by the Borrower or such any Restricted Subsidiary shall have in any Loan Party and (ii) by any Restricted Subsidiary that is not a commitment to fund and Loan Party in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the any other Lenders, to have Restricted Subsidiary that is not a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000Party; (vd) Investments (i) consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business business, and consistent with past practices; and(ii) received in satisfaction or partial satisfaction thereof from financially troubled account debtors and other credits to suppliers in the ordinary course of business; (vie) Investments consisting of (x) transactions permitted under Sections 7.01, 7.03 (other than 7.03(c) and (d)), 7.04 (other than 7.04(d) and (e)) and 7.05 (other than 7.05(e)), (y) Restricted Payments permitted by Section 7.06 and (z) repayments or other acquisitions of Indebtedness of the CoBank Equities Company or a Subsidiary Guarantor not prohibited by Section 7.13; (f) Investments (i) existing or contemplated on the Closing Date and set forth on Schedule 7.02(f) and any modification, replacement, renewal, reinvestment or extension thereof and (ii) existing on the Closing Date by the Borrower or any Restricted Subsidiary in the Borrower or any other stock Restricted Subsidiary and any modification, renewal or securities extension thereof; provided that the amount of any original Investment under this clause (f) is not increased except by the terms of such Investment as of the Closing Date or as otherwise permitted by Section 7.02; (g) Investments in Swap Contracts permitted under Section 7.03; (h) promissory notes and other non-cash consideration received in connection with Dispositions permitted by Section 7.05; (i) any acquisition of all or substantially all the assets of, or Investments all the Equity Interests (other than directors’ qualifying shares or any options for Equity Interests that cannot, as a matter of law, be cancelled, redeemed or otherwise extinguished without the express agreement of the holder thereof at or prior to acquisition) in, CoBank a Person or division or line of business of a Person (or any subsequent investment made in a Person, division or line of business previously acquired in a Permitted Acquisition), in a single transaction or series of related transactions, if immediately after giving effect thereto: (i) no Event of Default shall have occurred and be continuing or would result therefrom (other than in respect of any Permitted Acquisition made pursuant to a legally binding commitment entered into at a time when no Default exists or would result therefrom); (ii) the Borrower and the Restricted Subsidiaries shall be in Pro Forma Compliance with the covenants set forth in Section 7.11 after giving effect to such acquisition or investment services and any related transactions; (iii) any acquired or programs;newly formed Restricted Subsidiary shall not be liable for any Indebtedness except for Indebtedness otherwise permitted by Section 7.03; (iv) to the extent required by the Collateral and Guarantee Requirement, (A) the property, assets and businesses acquired in such purchase or other acquisition shall constitute Collateral and (B) any such newly created or acquired Subsidiary (other than an Excluded Subsidiary or an Unrestricted Subsidiary (it being understood that the acquisition of an Unrestricted Subsidiary as part of a Permitted Acquisition shall be deemed to be an Investment made in reliance on a provision of this

Investments. Make any Investment except: (ia) held extensions of trade credit in the ordinary course of business; (b) Investments in Cash Equivalents; (c) Guarantee Obligations permitted by Section 7.2; (d) loans and advances to employees or directors of any Group Member in the ordinary course of business (including for travel, entertainment and relocation expenses); (e) Investments in the business of the Borrower and its Subsidiaries made by the Borrower or such Subsidiary any of its Subsidiaries with the proceeds of any Reinvestment Deferred Amount; (f) intercompany Investments by (i) any Group Member in the form of cash and Cash Equivalents, Borrower or any Person that, prior to such investment, is a Guarantor, (ii) by any Subsidiary that is not a Loan Party in any other Subsidiary that is not a Loan Party, (iii) by any Loan Party in a Foreign Subsidiary to fund in the ordinary course of business foreign operations and (iv) by any Loan Party in any Subsidiary that is not a Loan Party, provided that the aggregate amount of Investments under clause (iv) in Subsidiaries that are organized under the laws of a Specified Jurisdiction shall not exceed $250,000,000 at any one time outstanding in the aggregate plus, without duplication, all cash returns of principal or capital, cash dividends and other cash returns received by any Loan Party after the date hereof from any Subsidiary that is organized under the laws of a Specified Jurisdiction; (g) Investments consisting of Indebtedness permitted by Section 7.2; (h) prepaid expenses and lease, utility, workers, compensation, performance and other similar deposits made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices,business; (iiii) Investments (including debt obligations and Equity Interestsobligations) received in the ordinary course of business by the Borrower or any Subsidiary in connection with the bankruptcy or reorganization of suppliers and customers or and in settlement of or delinquent obligations of, or and other disputes with, customers and suppliers arising in out of the ordinary course of business or upon business; (j) Investments in existence on the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured InvestmentClosing Date; (k) Investments in Greenfield Holdings, in each case only LLC and Integrated Manufacturing and Assembly L.L.C. to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case that such Investments are (A) made in the ordinary course of business to fund operating expenses (includinga Loan Party’s business, for cash management purposes and not exceeding $50,000,000 at any one time outstanding plus, without limitationduplication, purchases all cash returns of inventory in the ordinary course of business principal or capital, cash dividends and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at other cash returns received by any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following Loan Party after the date of any such Investment under this subclause (II) (hereof from Greenfield Holdings, LLC or Integrated Manufacturing and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000Assembly L.L.C.; (vl) Investments consisting the Disposition or contribution by the Borrower and certain of extensions its domestic Subsidiaries of credit certain metals and electronics assets to its existing Subsidiaries consistent with the restructuring plan including in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practicesfinancial projections; and (vim) Swap Agreements permitted by Section 7.9; (n) Investments in Special Purpose Subsidiaries arising or made under Receivable Financing Transactions; (o) Permitted Acquisitions; and (p) in addition to Investments otherwise expressly permitted by this Section, Investments by the CoBank Equities and Borrower or any other stock or securities of, or Investments in, CoBank or investment services or programs;of its Subsidiaries in an aggregate amount not to exceed $200,000,000 at any one time outstanding.

Investments. (i) held by the Borrower or such Subsidiary in the form of cash and Cash Equivalents, (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent U.S. Cellular Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;

Investments. The Borrower will not, nor will it permit any of its Subsidiaries to, make or permit to remain outstanding any Investments except: (a) operating deposit accounts with banks; (b) Permitted Investments; (i) held Investments by the Borrower or such Subsidiary and its Subsidiaries in Capital Stock of Subsidiaries of the form of cash Borrower (other than any Excluded Non-Media Subsidiaries) and Cash Equivalents, (ii) made advances by the Borrower and its Subsidiaries to any of the Subsidiary Guarantors, and advances by any of the Designated SBG Subsidiaries to the Borrower, in the ordinary course of business consisting permitted to be incurred by Section 7.01(c); (d) Investments outstanding on the Fifth Restatement Effective Date (other than Investments permitted under clauses (a), (b) and (c) of Uniform Commercial Code Article 3 endorsements this Section) and identified in Schedule 4.14(b); (e) the acquisition of the Capital Stock of Persons or the formation of Wholly Owned Subsidiaries of the Borrower for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customersthe acquisition of Capital Stock of Persons, resulting in such Persons becoming Wholly Owned Subsidiaries of the Borrower, in each case consistent with past practices,for the purpose of enabling the Borrower and its Subsidiaries to consummate acquisitions permitted by Section 7.04; (iiif) Guarantees by Subsidiary Guarantors of Indebtedness of the Borrower to the extent such guarantees are permitted under Section 7.01; (g) Guarantees permitted under Section 7.01(e); (h) Investments by the Borrower and its Subsidiaries in any Receivables Subsidiary in connection with any Receivables Financing permitted under Section 7.01(f); (including debt obligations i) additional Investments made after the Fifth Restatement Effective Date, which when taken together with the Aggregate Consideration for Acquisitions made pursuant to Section 7.04(g), shall not exceed $200,000,000 in the aggregate, provided that no Default shall have occurred and Equity Interestsbe continuing at the time of the making of each such Investment or would result therefrom; (j) received Investments by the Borrower or any of its Subsidiaries not exceeding $100,000,000 in the aggregate with respect to payments required to be made after the Fifth Restatement Effective Date with respect to purchase options relating to the purchase of Stations by the Borrower and its Subsidiaries; provided that no Default shall have occurred and be continuing at the time of the making of each such Investment or would result therefrom; (k) Investments by the Borrower or any of its Subsidiaries with respect to payments required to be made after the Fifth Restatement Effective Date with respect to purchase options in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself Barrington Acquisition and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000Cox Acquisition; (vl) Investments consisting [Reserved]; (m) the purchase, redemption, retirement, acquisition for value, defeasance, voluntary payment or prepayment in full or in part by the Borrower of extensions the 6.125% Senior Unsecured Notes, the 8.375% Senior Unsecured Notes, the 9.25% Second Secured Second Lien Notes or Permitted Additional Indebtedness with the proceeds of credit Indebtedness permitted under Sections 2.01(c), 7.01(h), (j) or (m); (n) the purchase, redemption, retirement, acquisition for value, defeasance, voluntary payment or prepayment or refinancing in full or in part by the nature Borrower of accounts receivable or notes receivable arising from any Other Debt, in an aggregate amount not to exceed (i) $200,000,000 plus (ii) together with any payments made under Section 7.08(h), $100,000,000 in any fiscal year of the grant Borrower (it being understood and agreed that the Borrower shall be permitted to carry forward $50,000,000 of trade credit in unused amounts to the ordinary course of business and consistent next succeeding fiscal year) plus (iii) together with past practicesany payments made under Section 7.08(j), $300,000,000; and (vio) any refinancing with the CoBank Equities and any other stock proceeds of Permitted Second Priority Refinancing Debt, Permitted Senior Unsecured Refinancing Debt or securities of, or Investments in, CoBank or investment services or programs;Permitted Subordinated Refinancing Debt.

Investments. The Borrower shall not, and shall not permit any of its Subsidiaries to, directly or indirectly make or maintain any Investment except for the following: (ia) Investments existing on the Closing Date and disclosed on Schedule 7.03, and any refinancings of such Investments to the extent constituting Indebtedness otherwise permitted under Section 7.01(b), provided such refinancing complies with the provisions of Section 7.01(e); (b) Investments held by the Borrower or such Subsidiary in the form of cash and or Cash Equivalents,; (iic) made Investments in accounts, contract rights and chattel paper (each as defined in the ordinary course UCC), notes receivable and similar items arising or acquired from the sale of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred Inventory in the ordinary course of business consistent with the past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices practice of the Borrower, Borrower and its Subsidiaries and such Special Entities and Subsidiaries; (Cd) either (I) not Investments received in excess settlement of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant amounts due to agreements, documents or other instruments pursuant to which the Borrower or such any Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit effected in the ordinary course of business business; (e) Investments by (i) the Borrower in any Guarantor or by any Guarantor in the Borrower or another Guarantor, (ii) a Subsidiary of the Borrower that is not a Guarantor in the Borrower or any of its Subsidiaries, or (iii) the Borrower or any Subsidiary of the Borrower in (A) Joint Ventures; (B) Subsidiaries that are not Guarantors; or (C) or an Affiliate of the Borrower that is neither a Guarantor nor a Joint Venture; provided that, the aggregate outstanding amount of all such Investments pursuant to this clause (iii) (including Letters of Credit and consistent other credit support obligations from the Borrower or its Subsidiaries, and including obligations to make Investments of equity in Joint Ventures or Subsidiaries in connection with past practicesthe terms of Non-Recourse Indebtedness) shall not exceed $200,000,000 at any time; (f) loans or advances to employees of the Borrower or any of its Subsidiaries (or guaranties of loans and advances made by a third party to employees of the Borrower or any of its Subsidiaries) in the ordinary course of business; provided, that the aggregate principal amount of all such loans and advances and guaranties of loans and advances shall not exceed $1,000,000 at any time; (g) Investments constituting Guaranty Obligations permitted by Section 7.01; (h) Investments in connection with a Permitted Acquisition; (i) Investments in that certain joint venture between Thermax Ltd., an entity organized under the laws of India, and BWPGG or any of its Subsidiaries for the design, manufacture and supply of equipment, including supercritical boilers, to the Indian energy and power sector in an aggregate amount not exceed $150,000,000 at any time outstanding; and (vij) Investments not otherwise permitted hereby; provided, however, that the CoBank Equities and aggregate outstanding amount of all such Investments shall not exceed $25,000,000 at any time. For purposes of covenant compliance, the amount of any Investment shall be the original cost of such Investment, minus the amount of any portion of such Investment repaid to the investor as a dividend, repayment of loan or advance, release or discharge of a guarantee or other obligation or other transfer of property or return of capital, as the case may be, but without any other stock adjustments for increases or securities ofdecreases in value, or Investments inwrite-ups, CoBank write-downs or investment services write-offs with respect to such Investment or programs;interest earned on such Investment.

Investments. Each of Holdings and Company shall not, and shall not permit any of its Subsidiaries to, directly or indirectly, make or own any Investment in any Person, including without limitation any Joint Venture, except: (ia) held by the Borrower or such Subsidiary Investments in the form of cash Cash and Cash Equivalents,; (iib) made Investments by Holdings in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices,Company; (iiic) Investments made by Company or any of its Subsidiaries in Subsidiary Guarantors which are wholly-owned Subsidiaries of Company; (including debt obligations and Equity Interestsd) Investments received by Company or any of its Subsidiaries in connection with the bankruptcy or reorganization of suppliers and customers of, or in settlement of delinquent obligations of, or other accounts and disputes with, customers or suppliers of such Person, in each case in the ordinary course of business; (e) accounts receivable arising, and suppliers arising trade credit granted, in the ordinary course of business of Company and its Subsidiaries, and any Securities received by Company or upon the foreclosure with respect to any secured Investment of its Subsidiaries in satisfaction or other transfer of title with respect to any secured Investment, in each case only partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary in order to prevent or limit loss,, and any prepayments and other credits to suppliers made in the ordinary course of business; (ivf) in intercompany loans to the extent permitted under Section 6.1(b); (g) Consolidated Capital Expenditures by Company or any Special Entity, so long as in each case such Investments are of its Subsidiaries permitted by Section 6.8(b); (Ah) loans and advances by Company or any of its Subsidiaries to employees of Company and its Subsidiaries made in the ordinary course of business in an aggregate principal amount not to fund operating expenses exceed $2,000,000 at any time outstanding; (including, without limitation, purchases i) Investments by Company or any of inventory its Subsidiaries made in connection with Permitted Acquisitions permitted pursuant to Section 6.9(d); (j) Investments by Company or any of its Subsidiaries constituting non-Cash consideration received by Company and its Subsidiaries in connection with permitted Asset Sales pursuant to subsection 6.9(c); (k) Company and its Subsidiaries may continue to own the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices Investments owned by them as of the Borrower, Closing Date and described in Schedule 6.7; (l) other Investments by Company or any of its Subsidiaries and such Special Entities and (C) either (I) in an aggregate amount not in excess of $25,000,000 in the aggregate to exceed at any time outstanding or $10,000,000 (II) otherwise minus any Restricted Payments made pursuant to agreementsSection 6.5(f)), documents if no Liquidity Event or other instruments pursuant Default or Event of Default has occurred or is continuing or would result therefrom; and (m) additional Investments by Company or any of its Subsidiaries in an aggregate amount not to which exceed the Borrower Restricted Payment Amount so long as (i) no Liquidity Event or Default or Event of Default has occurred or is continuing or shall be caused thereby after giving effect to such Subsidiary Investment and (ii) after giving effect to such Investment, Company and its Subsidiaries shall have a commitment to fund and in respect of which satisfied the Borrower shallInvestment Conditions. Notwithstanding the foregoing, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall any Credit Party make any Investment which results in or facilitates in any manner any Restricted Payment not otherwise permitted under the aggregate amount terms of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;Section 6.5.

Investments. Directly or indirectly, make or own any Investment in any Person, including any Joint Venture, except: (a) Investments in Cash and Cash Equivalents; (b) equity Investments owned as of the Restatement Date in any Subsidiary and Investments made after the Restatement Date in the U.S. Borrower, the Canadian Borrower and any Wholly-Owned Subsidiary Guarantor; (c) Investments (i) held by the Borrower in any Securities received in satisfaction or such Subsidiary in the form of cash partial satisfaction thereof from financially troubled account debtors and Cash Equivalents, (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection accounts receivables, deposits, prepayments and other trade credits to suppliers created, acquired or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with the past practices but only of Holdings and its Subsidiaries; (d) intercompany loans to the extent they permitted under Section 6.01(b) and other Investments in Subsidiaries which are Ordinary Capital Expendituresnot Wholly-Owned Subsidiary Guarantors, provided that such Investments (including through intercompany loans and any Permitted Acquisition) of such Special Entity, (B) consistent with past practices of the Borrower, its in Subsidiaries and such Special Entities and (C) either (I) other than Wholly-Owned Subsidiary Guarantors shall not in excess of $25,000,000 in the aggregate exceed at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,00040,000,000; (ve) Investments consisting Capital Expenditures with respect to any Borrower and the Guarantors; (f) loans and advances to employees, officers and directors of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit FML Holdings and its Subsidiaries made in the ordinary course of business in an aggregate principal amount not to exceed $2,000,000; (g) Permitted Acquisitions permitted pursuant to Section 6.08; (h) Investments described in Schedule 6.06; (i) Hedge Agreements which constitute Investments; (j) loans by the U.S. Borrower or any of its Subsidiaries to the employees, officers or directors of FML Holdings, the U.S. Borrower or any of their respective Subsidiaries in connection with management incentive plans; provided that such loans represent cashless transactions pursuant to which such employees, officers or directors directly invest the proceeds of such loans in Equity Interests issued by FML Holdings; (k) Investments in the Net Cash Proceeds from Asset Sales and consistent with past practicesof the type described in clause (b) of the definition thereof, to the extent permitted under Section 2.14(a) or (b), respectively; (l) Investments arising directly out of the receipt by the U.S. Borrower or any Subsidiary of non-cash consideration for any sale of assets permitted under Section 6.08(d); provided that such non-cash consideration shall in no event exceed 25% of the total consideration received for such sale; (m) so long as no Default or Event of Default shall have occurred and the Leverage Ratio (calculated on a pro forma basis) is less than 3.50:1.00, Investments an amount equal to the Available Amount; and (vin) other Investments in an aggregate amount not to exceed the sum of (i) $40,000,000 and (ii) the CoBank Equities and amount of any other stock cash returns actually received by the U.S. Borrower or securities ofany Guarantor with regard to any such Investments during the term of this Agreement. Notwithstanding the foregoing, in no event shall any Loan Party make any Investment which results in or Investments in, CoBank or investment services or programs;facilitates in any manner any Restricted Junior Payment not otherwise permitted under the terms of Section 6.04.

Investments. (i) held by the The Borrower will not, and will not permit any of its Subsidiaries to, purchase, make, incur, assume or such Subsidiary permit to exist any Investment in the form of cash and Cash Equivalents,any other Person, except: (iia) made Investments existing on the Effective Date and identified in Item 7.2.5(a) of the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices,Disclosure Schedule; (iiib) Cash Equivalent Investments; (c) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers of, or in settlement of delinquent obligations of, or other accounts and disputes with, customers and suppliers arising suppliers, in each case in the ordinary course of business; (d) Investments consisting of any deferred portion of the sales price received by the Borrower or any Subsidiary in connection with any Disposition permitted under Section 7.2.10; (e) Investments by way of contributions to capital or purchases of Capital Securities (i) by the Borrower in any Subsidiaries or by any Subsidiary in other Subsidiaries, or (ii) by any Subsidiary in the Borrower; (f) Investments constituting (i) accounts receivable arising, (ii) trade debt granted, or (iii) deposits made in connection with the purchase price of goods or services, in each case in the ordinary course of business; (g) Investments by way of the acquisition of Capital Securities constituting Permitted Acquisitions permitted under clause (d) of Section 7.2.9; provided that, such Investments shall result in the acquisition of a wholly owned Subsidiary; (h) intercompany loans, advances or guaranties among the Borrower and its Subsidiaries, all to the extent permitted by clause (f) of Section 7.2.2 and clause (e) of this Section 7.2.5; (i) Capital Expenditures reasonably incurred in the ordinary course of business; (j) loans or advances to employees, officers or directors in the ordinary course of business of the Borrower or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investmentits Subsidiaries, in each case only to as permitted by Applicable Law, including Section 402 of the extent reasonably necessary in order to prevent or limit loss, (iv) Sarbanes Oxley Act of 2002, but in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business event not to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of exceed $25,000,000 100,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000time; (vk) Investments consisting of extensions of credit in the nature of accounts receivable U.S. Persons (other than Obligors or notes receivable arising from the grant of trade credit any Person owning, controlling or managing, directly or indirectly an Obligor) that are not Subsidiaries in the ordinary course of business and consistent with past practicesan aggregate amount not to exceed $1,000,000 at any time outstanding; and (vil) other Investments in an amount not to exceed $1,000,000 over the CoBank Equities term of this Agreement; provided that, (m) any Investment that when made complies with the requirements of the definition of the term “Cash Equivalent Investment” may continue to be held notwithstanding that such Investment if made thereafter would not comply with such requirements; and (n) no Investment otherwise permitted by clauses (g), (h), (j), (k) or (l) shall be permitted to be made if any Default or Borrowing Base Deficiency has occurred and any other stock is continuing or securities of, or Investments in, CoBank or investment services or programs;would result therefrom.

Investments. The Borrower shall not, and shall not permit any Restricted Subsidiary to, acquire for value, make, have, or hold any Investments, except: (ia) held by Investments existing on the date of this Agreement identified on Schedule 6.10. (b) Investments in Subsidiaries after the date of this Agreement, whether through the formation or acquisition of such Subsidiaries, as long as the Borrower has complied with Section 5.14, no Default or Event of Default then exists or would occur as a result of any such Subsidiary in the form of cash Investment, and Cash Equivalents,if any such Investment occurs through an Acquisition, such Acquisition is a Permitted Acquisition. (iic) made Investments in joint ventures, provided that no Default or Event of Default then exists or would occur as a result of any such Investment. (d) Travel advances to management personnel and employees in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices,business. (iiie) Investments in readily marketable direct obligations issued or guaranteed by the United States or any agency thereof and supported by the full faith and credit of the United States. (including debt obligations f) Certificates of deposit or bankers’ acceptances issued by any commercial bank organized under the laws of the United States or any State thereof that has (i) combined capital and Equity Interestssurplus of at least $1,000,000,000, and (ii) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure a credit rating with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only its unsecured indebtedness from a nationally recognized rating service that is reasonably satisfactory to the extent reasonably necessary in order to prevent or limit loss,Bank. (ivg) Commercial paper given the highest rating by a nationally recognized rating service. (h) Repurchase agreements relating to securities issued or guaranteed as to principal and interest by the United States of America with a term of not more than 7 days; provided all such agreements shall require physical delivery of the securities securing such repurchase agreement, except those delivered through the Federal Reserve Book Entry System. (i) Other readily marketable Investments in any Special Entity, so long as in each case such Investments debt securities that are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only reasonably acceptable to the extent they are Ordinary Capital ExpendituresBank. (j) Any Investment that constitutes a Permitted Acquisition. (k) Any Investment arising under a Rate Protection Agreement or Foreign Currency Hedging Agreement permitted under Section 6.19. (l) Other Investments if the aggregate consideration therefor does not exceed $11,500,000, provided that no Default or Event of Default then exists or would occur as a result of any such Special EntityInvestment. Any Investments under clauses (e), (Bf), (g), or (h) consistent with past practices above must mature within one year of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which acquisition thereof by the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;Restricted Subsidiary.

Investments. (i) held by the Borrower Such Obligor will not, and will not permit any of its Subsidiaries to, make, directly or such Subsidiary in the form of cash and Cash Equivalents,indirectly, or permit to remain outstanding any Investments except: (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iiia) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following on the date of any such Investment under this subclause (II) (hereof and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but identified in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000Schedule 9.05; (vb) Investments consisting of operating deposit accounts with banks; (c) extensions of credit in the nature of accounts receivable or notes receivable arising from the grant sales of trade credit goods or services in the ordinary course of business and consistent prepaid royalties arising in the ordinary course of business; (d) Permitted Cash Equivalent Investments; (i) Investments by any Obligor in Borrower’s wholly-owned Subsidiary Guarantors (for greater certainty, Borrower shall not be permitted to have any direct or indirect Subsidiaries that are not wholly-owned Subsidiaries), (ii) Investments by Subsidiaries that are not Subsidiary Guarantors in Subsidiaries that are not Subsidiary Guarantors, and (iii) Investments by any Obligor in any Subsidiary that is not a Subsidiary Guarantor (when considered in the aggregate with past practicessuch Indebtedness permitted under Section 9.01(f)(iii), Guarantees permitted under Section 9.01(g)(ii) and such Asset Sales permitted under Section 9.09(d)(iii)) in an aggregate amount at any time outstanding not to exceed $500,000; (f) Hedging Agreements permitted under Section 9.01(o); (g) Investments consisting of security deposits with utilities and other like Persons made in the ordinary course of business; (i) employee loans, travel advances and guarantees in accordance with Borrower’s usual and customary practices with respect thereto (if permitted by applicable law) which in the aggregate shall not exceed $250,000 outstanding at any time (or the Equivalent Amount in other currencies), and (ii) non-cash loans to employees, officers or directors relating to the purchase of Equity Securities of Borrower pursuant to employee stock purchase plans or agreements approved by Borrower’s board of directors; (i) Investments received in connection with any Insolvency Proceedings in respect of any customers, suppliers or clients and in settlement of delinquent obligations of, and other disputes with, customers, suppliers or clients; (j) Investments permitted under Section 9.01 or Section 9.03; (k) noncash Investments in joint ventures or strategic alliances in the ordinary course of Borrower’s business consisting of non-exclusive licensing of technology, the development of technology or the providing of technical support; (l) Investments in an aggregate amount not to exceed $100,000 in any fiscal year of Borrower; (m) Investments received in connection with Asset Sales permitted by Section 9.09(g); (n) Guarantees of commercial obligations of Subsidiaries (not constituting Indebtedness) in the ordinary course of business not prohibited hereby; and (vio) Investments of a Person existing at the CoBank Equities and time such Person becomes a Subsidiary of Borrower or merges with Borrower or any other stock Subsidiary so long as such Investments were not made in contemplation of such Person becoming a Subsidiary or securities ofsuch merger, or Investments in, CoBank or investment services or programs;in an aggregate amount not to exceed $500,000 at any time.

Investments. No Note Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, make or own any Investment (including if made as an Acquisition) in any Person, including any Joint Venture, except: (a) Investments in Cash and Cash Equivalents; (b) (i) held by Investments owned as of the Borrower Closing Date in any Subsidiary and (ii) and Investments made after the Closing Date in any Wholly-Owned Guarantor Subsidiaries of Company; (c) Investments (i) in any Securities voluntarily accepted in satisfaction or such Subsidiary partial satisfaction thereof from financially troubled account debtors, and (ii) deposits, prepayments and other credits to suppliers made in the form ordinary course of cash business consistent with the past practices of Company and Cash Equivalents,its Subsidiaries; (iid) intercompany loans to the extent permitted under Section 6.1(b); (e) Investments in Company or any of its Guarantor Subsidiaries for purposes of making Consolidated Capital Expenditures permitted by this Agreement in respect of fixed assets directly owned by Company or any of its Guarantor Subsidiaries; (f) loans and advances to employees of Company and its Subsidiaries (i) made in the ordinary course of business consisting and described on Schedule 6.7, and (ii) any refinancings of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, such loans after the Closing Date in each case consistent with past practices,an aggregate principal amount not to exceed $500,000 at any time outstanding; (iiig) Subject to the Requisite Purchasers’ approval in their sole discretion, Permitted Acquisitions, provided such approval shall only be required in the event Consolidated Liquidity would be less than $45,000,000, on a pro forma basis after giving effect to such Permitted Acquisition; (h) To the extent constituting Investments, guarantees permitted by Section 6.1; (i) Subject to the Requisite Purchasers’ approval in their sole discretion, Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising participations in joint ventures or strategic alliances in the ordinary course of each Note Party’s business consisting of the licensing of technology, intellectual property and/or product, the development of such technology, intellectual property and/or product or upon the foreclosure with respect providing of technical support, provided that (i) any cash Investments by Note Parties do not exceed $500,000 in the aggregate in any fiscal year and (ii) no Default or Event of Default shall have occurred or be continuing or would result therefrom; (j) Investments made after the Closing Date in the form of first priority senior secured loans to any secured Investment or other transfer of title with respect Person that is a Managed Company; provided, that (x) such loans are evidenced by a promissory note which is pledged and collaterally assigned to any secured Investment, in each case only Collateral Agent pursuant to the extent reasonably necessary Collateral Assignment of Managed Company Documents, (y) the Managed Company Documents and Organizational Documents of such Managed Company, as applicable, are in order form and substance acceptable to prevent or limit loss,the Requisite Purchasers, and (z) such amounts in aggregate do not exceed $500,000 in any Fiscal Year; (ivk) Investments described in any Special Entity, so Schedule 6.7; and (l) So long as no Default or Event of Default would immediately result therefrom, other Investments in each case such Investments are an aggregate amount outstanding not to exceed $250,000. Notwithstanding anything in this Section 6.7 to the contrary, (A) made in no event shall any Note Party or Managed Company make any Investment that results in or facilitates in any manner any Restricted Junior Payment not otherwise permitted under the ordinary course terms of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special EntitySection 6.5, (B) consistent with past practices in no event shall any Note Party or Managed Company make Investments in any Joint Venture or any Person that is not a Note Party (including any such Investments consisting of the Borrowerintercompany loans or Permitted Acquisitions) except pursuant to clause (d), its Subsidiaries and such Special Entities (j) or (l) above and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments any Investment made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit by a Note Party in the nature of accounts receivable any Joint Venture, any Managed Company or notes receivable arising from the grant of trade credit other Person that is not a Note Party be made in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any form other stock or securities of, or Investments in, CoBank or investment services or programs;than Cash.

Investments. The Borrower shall not, and shall not permit any of its Subsidiaries to, directly or indirectly make or maintain any Investment except for the following: (ia) Investments existing on the Closing Date and disclosed on Schedule 7.03, and any refinancings of such Investments to the extent constituting Indebtedness otherwise permitted under Section 7.01(b), provided such refinancing complies with the provisions of Section 7.01(e); (b) Investments held by the Borrower or such Subsidiary in the form of cash and or Cash Equivalents,; (iic) made Investments in accounts, contract rights and chattel paper (each as defined in the ordinary course UCC), notes receivable and similar items arising or acquired from the sale of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred Inventory in the ordinary course of business consistent with the past practices but only practice of the Borrower and its Subsidiaries; (d) Investments received in settlement of amounts due to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices Borrower or any Subsidiary of the Borrower, Borrower effected in the ordinary course of business; (e) Investments by the Borrower in any Wholly-Owned Subsidiary and Investments of any Wholly-Owned Subsidiary in the Borrower or in another Wholly-Owned Subsidiary; (f) loans or advances to employees of the Borrower or any of its Subsidiaries (or guaranties of loans and such Special Entities and (Cadvances made by a third party to employees of the Borrower or any of its Subsidiaries) either (I) not in excess of $25,000,000 in the ordinary course of business; provided, that the aggregate principal amount of all such loans and advances and guaranties of loans and advances shall not exceed $1,000,000 at any time; (g) Investments constituting Guaranty Obligations permitted by Section 7.01; (h) Investments in connection with a Permitted Acquisition; provided, that at any time outstanding or after the Amendment No. 3 Effective Date and during the Relief Period, no Investments in connection with a Permitted Acquisition shall be permitted; (IIi) otherwise Investments in Rabbi Trusts in an aggregate amount not to exceed $15,000,000 (plus income and capital growth with respect thereto); (j) Investments in the nature of, and arising directly as a result of, consideration received in connection with an Asset Sale made pursuant to agreements, documents or in compliance with Section 7.04; (k) Investments made in connection with the Foreign Subsidiary Reorganization; (l) other instruments pursuant to which Investments not constituting Acquisitions by the Borrower or such any Subsidiary shall have a commitment to fund and in respect of which made after the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall Closing Date; provided that the aggregate outstanding amount of all Investments made under pursuant to this subclause clause (IIl) (i) at a time (other than during the Relief Period) when the Senior Leverage Ratio (after giving pro forma effect to such Investments and any Indebtedness incurred in connection therewith) was greater than or equal to 2.00 to 1.00 shall not exceed 10% of the consolidated total assets of the Borrower and its Subsidiaries, as determined in accordance with GAAP as of the last day of the immediately preceding Fiscal Year and (ii) at any time after the Amendment No. 3 Effective Date and during the Relief Period shall not exceed $50,000,000; 0.00; provided further that upon request by the Administrative Agent at any time the Senior Leverage Ratio is greater than or equal to 2.00 to 1.00, the Borrower shall deliver to the Administrative Agent a schedule of all then-outstanding Investments made pursuant to this clause (vl) Investments consisting at a time when the Senior Leverage Ratio was less than 2.00 to 1.00. For purposes of extensions covenant compliance, the amount of credit in any Investment shall be the nature original cost of accounts receivable such Investment, minus the amount of any portion of such Investment repaid to the investor as a dividend, repayment of loan or notes receivable arising from advance, release or discharge of a guarantee or other obligation or other transfer of property or return of capital, as the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and case may be, but without any other stock adjustments for increases or securities ofdecreases in value, or Investments inwrite-ups, CoBank write-downs or investment services write-offs with respect to such Investment or programs;interest earned on such Investment.

Investments. Make any Investments or acquire or form new Subsidiaries other than: (a) Cash and cash equivalent Investments; (b) Endorsements for collection or deposit in the ordinary course of business; (c) Investments in connection with the acquisition of a New Property made with permitted Capital Expenditures or funded without incurring or assuming any Indebtedness and with respect to which Borrower has complied with Section 4.18 hereof; (d) Formation of new Subsidiaries (and capital contributions in connection therewith) with respect to which Borrower has complied with Section 4.18; (e) (i) held Extensions of credit by the Holdings, Borrower or any of Holdings’ or Borrower’s domestic wholly-owned Subsidiaries to Borrower or any of Borrower’s or Holdings’ domestic wholly-owned Subsidiary, provided that, such Subsidiary loans extended by a Credit Party are evidenced by promissory notes, the sole originally executed copy of which shall be pledged to Agent, as security for the Obligations and (ii) capital contributions by Holdings, Borrower or any of Holdings’ or Borrower’s domestic wholly-owned Subsidiaries to Borrower or any of Borrower’s or Holdings’ domestic wholly-owned Subsidiaries; (f) Investments in the form of cash intercompany loans made by Borrower to Holdings to the extent that, at the time such loan is made, a Restricted Payment from Borrower to Holdings would be permitted under Section 5.7 and Cash Equivalents, provided that (i) the proceeds of such loans are used for the purposes specified in Section 5.7, (ii) made such loans are evidenced by promissory notes, the sole originally executed copy of which shall be pledged to Agent, as security for the Obligations and (iii) such intercompany loan shall be treated as a Restricted Payment for purposes of this Agreement, including, without limitation, determining compliance with the provisions of Section 5.7 relating to the type and amount of such Restricted Payment; (g) Loans and advances to employees in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect not to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of exceed $25,000,000 500,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000outstanding; (vh) Capital Expenditures and Excluded Capital Expenditures to the extent permitted pursuant to Section 4.12(c) and (d); (i) Investments consisting of extensions of credit in existing on the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business Restatement Effective Date and consistent with past practicesdescribed on Schedule 5.9; and (vij) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;Permitted Franchising Acquisitions.

Investments. (i) held Company shall not, and shall not suffer or permit any of ----------- its Subsidiaries to, directly or indirectly, make any Investments, or acquire, by purchase or otherwise, all or substantially all the Borrower business, property or such Subsidiary in the form of cash and Cash Equivalents, (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations fixed assets of, or stock or other disputes withownership interest of any Person, customers and suppliers arising in the ordinary course or any division or line of business or upon the foreclosure with respect to of, any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss,Person except: ------ (iva) in Investments existing on the Closing Date and listed on Schedule -------- 7.11; ---- (b) cash and cash equivalents; (c) advances to officers, directors and employees of Company or any Special Entityof their respective Subsidiaries for travel, so long as in each case such Investments are entertainment, relocation and analogous ordinary business purposes; (Ad) made in the ordinary course extensions of business credit to fund operating expenses (including, without limitation, purchases customers or suppliers of inventory Company or any of its Subsidiaries in the ordinary course of business and capital expenditures incurred any Investments received in the ordinary course satisfaction or partial satisfaction thereof; (e) Investments permitted by Section 7.4; (f) intercompany loans permitted by Sections 7.1(g), 7.1(h), 7.1(i), and 7.1(j); (g) Investments by Company in any wholly-owned Subsidiary that is a Guarantor and Investments of business consistent with past practices but only to the extent they are Ordinary Capital Expendituresany wholly-owned Domestic Subsidiary that is a Guarantor in Company or any other wholly-owned Domestic Subsidiary that is a Guarantor; (h) Investments by Pledged Foreign Subsidiaries in other Pledged Foreign Subsidiaries; (i) Investments by Unpledged Foreign Subsidiaries in other Unpledged Foreign Subsidiaries; (j) other Investments by Company in any of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and other Investments of any of its Subsidiaries in Company or any of its other Subsidiaries made after the date hereof; provided, however, that (i) such Special Entities and -------- ------- Investments plus (Cii) either the aggregate principal amount of Indebtedness permitted ---- by Section 7.1(k) plus (Iiii) the aggregate Dispositions permitted by Section ---- 7.3(j) shall not in excess of exceed $25,000,000 50,000,000 in the aggregate at any time outstanding during fiscal year 2000 or (II) otherwise made pursuant $100,000,000 in the aggregate during fiscal year 2001; provided further that -------- ------- Investments in Subsidiaries of Company that are not Solvent immediately prior to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date making of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but shall not exceed $10,000,000 in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000in any fiscal year; (vk) Investments consisting by Company in any of extensions its Subsidiaries and other Investments of credit any of its Subsidiaries in Company or any of its other Subsidiaries on the nature of accounts receivable or notes receivable arising from Closing Date and set forth on the grant of trade credit in the ordinary course of business and consistent with past practicescertificate delivered pursuant to Section 6.11(e); and (vil) the CoBank Equities and other Investments not exceeding $25,000,000 at any other stock or securities of, or Investments in, CoBank or investment services or programs;time.

Investments. (a) The Borrower agrees that it will not, and will not permit any of its Restricted Subsidiaries to, make, purchase, acquire or hold any Investments except: (i) held by Investments existing on the Borrower or such Subsidiary Closing Date in the form of cash Restricted Subsidiaries, Unrestricted Subsidiaries and Cash Equivalents,in Joint Ventures, in each case, as described in Schedule 7.05; (ii) Investments made after the Closing Date in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit Equity Interests in Wholly Owned Restricted Subsidiaries and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices,Rendezvous Gas; (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss,Permitted Investments; (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding constituting loans or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liensadvances permitted by Section 7.01(f), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Guarantees constituting Indebtedness permitted by Section 7.01; (vi) Investments in Swap Contracts permitted by Section 7.12; (vii) Permitted Acquisitions; (viii) Investments consisting of (A) extensions of credit in the nature of accounts receivable or notes receivable arising from the grant granting of trade credit in the ordinary course of business business, (B) Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors in order to prevent or limit loss, and consistent (C) Investments received in connection with past practicesthe bankruptcy or reorganization of, or settlement of delinquent accounts and disputes with, customers and suppliers, in each case in the ordinary course of business; (ix) Investments made after the Closing Date in (A) Unrestricted Subsidiaries, (B) Non-Wholly Owned Subsidiaries and (C) Joint Ventures, provided that the aggregate outstanding amount of all Investments permitted for the Borrower and its Restricted Subsidiaries pursuant to this clause (a)(ix) shall not at any time exceed in the aggregate an amount equal to the greater of $50,000,000 and 7.5% of Consolidated Net Tangible Assets of the Borrower; and (vix) other Investments not permitted by the CoBank Equities foregoing clauses in this Section 7.05, provided that the aggregate outstanding amount of all Investments permitted for the Borrower and its Restricted Subsidiaries pursuant to this clause (a)(x) shall not at any other stock or securities of, or Investments in, CoBank or investment services or programs;time exceed in the aggregate an amount equal to the greater of $30,000,000 and 4.0% of Consolidated Net Tangible Assets of the Borrower. (b) [RESERVED]

Investments. (i) held by the Borrower or such Subsidiary in the form of cash and Cash Equivalents, (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent CoBank Borrower Term Loan Facility or the Revolving CoBank Parent Term Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;

Investments. The Credit Parties will not permit any Consolidated Party to make any Investments, except for: (ia) held by the Borrower or such Subsidiary in the form Investments consisting of cash and Cash Equivalents,; (iib) made in the ordinary course of business Investments consisting of Uniform Commercial Code Article 3 endorsements for collection accounts receivable created, acquired or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to made by any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory Consolidated Party in the ordinary course of business and capital expenditures incurred payable or dischargeable in accordance with customary trade terms; (c) Investments consisting of Capital Stock, obligations, securities or other property received by any Consolidated Party (i) in settlement of accounts receivable (created in the ordinary course of business consistent business) from bankrupt or insolvent obligors or disputes with past practices but only to the extent they are Ordinary Capital Expenditurescustomers and (ii) of such Special Entity, as partial consideration for a Permitted Asset Disposition; (Bd) consistent with past practices Investments existing as of the BorrowerClosing Date and set forth in SCHEDULE 8.6; (e) Investments consisting of advances or loans to directors, its Subsidiaries and such Special Entities and (C) either (I) officers, employees, agents, customers or suppliers that do not in excess of exceed $25,000,000 3,500,000 in the aggregate at any one time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000outstanding; (vf) Investments in any Credit Party (other than the Parent) and Investments by Consolidated Parties which are not Credit Parties in other Consolidated Parties; (g) to the extent not required at such time to prepay the Loans pursuant to Section 3.3(b), any Eligible Reinvestment of the Net Cash Proceeds of (i) any Involuntary Disposition as contemplated by Section 7.6(b), (ii) any Asset Disposition as contemplated by Section 8.5(g) or (iii) any Equity Issuance; (h) Investments consisting of extensions an Acquisition by the Borrower or any Subsidiary of credit the Borrower, PROVIDED that (i) the Property acquired (or the Property of the Person acquired) in such Acquisition is used or useful in the nature same or a similar line of accounts receivable business as the Borrower and its Subsidiaries were engaged in on the Closing Date (and any reasonable extensions or notes receivable arising from expansions thereof or businesses ancillary or complementary thereto), (ii) the grant Agent shall have received all items in respect of the Capital Stock or Property acquired in such Acquisition required to be delivered by the terms of Section 7.11 and/or Section 7.12, (iii) in the case of an Acquisition of the Capital Stock of another Person, the board of directors (or other comparable governing body) of such other Person shall have duly approved such Acquisition, (iv) the Borrower shall have delivered to the Agent (A) a Pro Forma Compliance Certificate demonstrating that, upon giving effect to such Acquisition on a Pro Forma Basis, the Credit Parties would be in compliance with the financial covenants set forth in Section 7.10(a) and (b) and (B) a certificate of an Executive Officer of the Borrower (1) demonstrating that, upon giving effect to such Acquisition, at least 90% of Consolidated EBITDA for the most recently ended fiscal year period for each of the Consolidated Parties and the acquired Person or Property preceding the date of such Acquisition with respect to which the Agent shall have received the Required Financial Information has been audited in accordance with GAAP, in the case of the Consolidated Parties, as required by Section 7.1(a) and, in the case of the acquired Person or Property, by independent certified public accountants of recognized national standing reasonably acceptable to the Agent (whose opinion shall not be limited as to the scope or qualified as to going concern status or any other material qualifications or exceptions) and (2) to the extent that audited financial information for the acquired Person or Property is required under the terms of the foregoing clause (1), certifying that the quarterly financial statements with respect to the Person or Property acquired for each fiscal quarter period ending after the date of the last audit and immediately prior to the date of such Acquisition have been prepared in accordance with GAAP (subject to audit adjustments and the absence of footnotes) and reviewed by independent certified public accountants of recognized national standing reasonably acceptable to the Agent, (v) the representations and warranties made by the Credit Parties in Section 6 shall be true and correct in all material respects at and as if made as of the date of such Acquisition (after giving effect thereto) except to the extent such representations and warranties expressly relate to an earlier date, (vi) if such transaction involves the purchase of an interest in a partnership between the Borrower as a general partner and entities unaffiliated with the Borrower as the other partners, such transaction shall be effected by having such equity interest acquired by a corporate holding company directly or indirectly wholly-owned by the Borrower newly formed for the sole purpose of effecting such transaction, (vii) after giving effect to such Acquisition, there shall be at least $25,000,000 of availability existing under the Revolving Committed Amount and (viii) the aggregate consideration (including cash and non-cash consideration and any assumption of Indebtedness, but excluding consideration consisting of (A) any Capital Stock of the Parent issued to the seller of the Capital Stock or Property acquired in such Acquisition, (B) consideration consisting of the Net Cash Proceeds of the issuance of Subordinated Debt and (C) to the extent not required at such time to prepay the Loans pursuant to Section 3.3(b), consideration consisting of the Net Cash Proceeds of any Equity Issuance by the Parent consummated subsequent to the Closing Date and the Net Cash Proceeds of any Asset Disposition (other than an Asset Dispositions of the type described in clauses (i), (viii) and (ix) of the definition of "Excluded Asset Disposition") or Involuntary Disposition consummated subsequent to the Closing Date) paid by the Consolidated Parties for all such Acquisitions occurring after the Closing Date shall not exceed $100,000,000; (i) Investments consisting of endorsements for collection or deposit in the ordinary course of business; (j) to the extent constituting Investments, (i) Guaranty Obligations permitted by Section 8.1(o), (ii) Permitted Liens and (iii) transactions permitted by Section 8.4; (k) Investments consisting of customary trade credit arrangements with customers in the ordinary course of business and consistent with past practices; and; (vil) Investments consisting of obligations of directors and/or employee's of any Consolidated Party in connection with such Person's purchase of Capital Stock in the CoBank Equities and any Parent or M-Foods Investors; (m) Investments made with the portion of Excess Cash Flow not required to prepay the Loans in accordance with Section 3.3(b)(ii); (n) to the extent constituting Investments, the licensing or contribution of Intellectual Property pursuant to joint marketing arrangements with Persons other stock than Consolidated Parties; (o) Investments consisting of advances or securities loans to the Parent in lieu of, and not exceeding the aggregate amount of, Restricted Payments to the Parent permitted under Section 8.7; or (p) other Investments not listed above (including, without limitation, Investments in Foreign Subsidiaries and Joint Ventures) in an aggregate net amount not to exceed $65,000,000 at any one time; PROVIDED, HOWEVER, that, to the extent that any such Investment (or Investments inseries of related Investments) made pursuant to this clause (p) consists of the contribution(s) or other transfer(s) of Property (other than cash) having an aggregate net book value in excess of $5,000,000 to a Joint Venture for consideration less than the fair market value of such Property, CoBank or investment services or programs;then the Borrower shall have delivered to the Agent a Pro Forma Compliance Certificate demonstrating that, upon giving effect on a Pro Forma Basis to such Investment(s), the Credit Parties would be in compliance with the financial covenants set forth in Section 7.10(a) and (b).

Investments. The Borrower shall not, and shall not permit any Subsidiary to, make any Investments, except: (i) Investments held by the Borrower or such Subsidiary in the form of cash and Cash Equivalents,equivalents or Short-Term Marketable Debt Securities; (ii) made advances to officers, directors and employees of the Borrower and Subsidiaries for travel, entertainment, relocation and analogous ordinary business purposes in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements accordance with customers, in each case consistent with past practices,law; (iii) Investments (including debt obligations of the Borrower in any Domestic Subsidiary and Equity Interests) received Investments of any Subsidiary in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss,a Domestic Subsidiary; (iv) Investments of the Borrower and of any Subsidiary in any Special Entity, so long as Foreign Subsidiary after the Closing Date in each case such Investments are (A) made in the ordinary course of business an amount not to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only exceed a cumulative amount equal to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices 5% of the Borrower, book value consolidated assets of the Borrower and its Subsidiaries and such Special Entities and (C) either (I) not in excess as of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to end of the most recent Fiscal Quarter for which the Borrower has delivered financial statements pursuant to Section 6.01(a) or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liensb), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit by a Subsidiary to the Borrower provided that the obligations of the Borrower in respect of such extensions of credit must be subordinated to the Obligations on subordination terms satisfactory to the Administrative Agent; (vi) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant granting of trade credit in the ordinary course of business business, and consistent with past practicesInvestments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary in order to prevent or limit loss; (vii) Guarantees of Indebtedness of Affiliates, to the extent permitted by Section 7.02 and, in the case of Guarantees by Subsidiaries, to the extent permitted by Section 7.01(d); (viii) Investments as of the Closing Date in the entities set forth on Schedule 7.01(c); (ix) Pass-Through Investments made after the Closing Date; (x) Investments in LCR as follows: (A) Investments as of the Closing Date, (B) Pass-Through Investments made after the Closing Date, (C) Investments made after the Closing Date in an aggregate amount not to exceed the aggregate amount of cash dividends distributed after the Closing Date by LCR to the Borrower, and (D) additional Investments not to exceed $100,000,000 in the aggregate made after the Closing Date; and (vixi) other Investments made after the CoBank Equities Closing Date in a cumulative amount not to exceed 10% of the book value consolidated assets of the Borrower and any other stock its Subsidiaries as of the end of the most recent Fiscal Quarter for which the Borrower has delivered financial statements pursuant to Section 6.01(a) or securities of, or Investments in, CoBank or investment services or programs;(b).

Investments. No Borrower shall, and no Borrower shall permit any of its Subsidiaries to, (i) held by the Borrower make or such Subsidiary in the form of cash and Cash Equivalents, permit to exist any loans, advances, or capital contributions to, (ii) made or make any investment in, or (iii) purchase or commit to purchase the Equity Interest of, evidences of indebtedness of or any other interests in, any Person, except: (a) Liquid Investments; (b) trade and customer accounts receivable which are for goods furnished or services rendered in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 are payable in accordance with customary trade arrangements with customers, in each case consistent with past practices,terms; (iiic) Investments subject to the terms of Section 6.15, investments in Hedge Agreements by a Borrower; (d) investments (including debt obligations and Equity Interestscapital stock) received in connection with the bankruptcy or reorganization of suppliers and customers reorganization, or in settlement of delinquent obligations obligations, of, or and other disputes with, customers customers, suppliers and suppliers arising other Persons obligated to any Borrower or any Subsidiary; (e) Oil and Gas Properties and gathering systems or other Property related thereto or related to farm-out, farm-in, joint operating, joint venture or area of mutual interest agreements, gathering systems, pipelines or other similar arrangements which are usual and customary in the ordinary course oil and gas exploration and production business located within the geographic boundaries of business or upon the foreclosure with respect to any secured Investment or other transfer United States of title with respect to any secured InvestmentAmerica (including, in each case only to the extent reasonably necessary in order to prevent or limit loss,federal Outer Continental Shelf); (ivf) in any Special Entity, so long as in each case such Investments are evidences of loans or advances not prohibited by the provisions of Section 6.02; (Ag) loans or advances to employees and officers of the Borrowers and their respective Subsidiaries made in the ordinary course of business for bona fide business purposes not to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of exceed $25,000,000 500,000 in the aggregate at any one time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000outstanding; (vh) Investments consisting of extensions of credit investments by Borrowers in their respective Relevant Subsidiaries or Persons that simultaneously with such investment become a Relevant Subsidiary, not exceeding $500,000 in the nature of accounts receivable or notes receivable arising from the grant of trade credit aggregate at any one time outstanding; (i) investments reflected in the ordinary course Financial Statements referred to in Section 5.06 or which are disclosed on Schedule 6.07; (j) non-cash investments that do not adversely affect the ability of business and consistent Borrowers to make payment of the Obligations, when due, or to comply with past practicesthe terms of the Loan Documents; and (vik) other investments not exceeding $500,000 in the CoBank Equities aggregate at any one time outstanding for the Borrowers and any other stock or securities of, or Investments in, CoBank or investment services or programs;their respective Relevant Subsidiaries.

Investments. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, make any Acquisition or make or own any Investment (including if made as an Acquisition) in any Person, including any Joint Venture, except: (a) Investments in Cash and Cash Equivalents; (b) equity Investments owned as of the Closing Date in any Subsidiary and Investments made after the Closing Date in Company or any Wholly-Owned Guarantor Subsidiaries of Company; (c) Investments (i) held by the Borrower in any Securities voluntarily accepted in satisfaction or such Subsidiary partial satisfaction thereof from financially troubled account debtors, and (ii) deposits, prepayments and other credits to suppliers made in the form ordinary course of cash business consistent with the past practices of the Company and Cash Equivalents,its Subsidiaries; (iid) intercompany loans to the extent permitted under Section 6.1; (e) Investments in Company or any of its Guarantor Subsidiaries; (f) loans and advances to directors, officers, and employees of the Company and its Subsidiaries (i) made in the ordinary course of business consisting and described on Schedule 6.7, and (ii) any refinancings of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, such loans after the Closing Date in each case consistent with past practices,an aggregate principal amount not to exceed $150,000 at any time outstanding; (iiig) Permitted Acquisitions; (h) Investments existing on the Closing Date and described in Schedule 6.7; (including debt obligations and Equity Interestsi) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only Hedge Agreements permitted under Section 6.1(k) to the extent reasonably necessary in order to prevent or limit loss,constituting Investments; (ivj) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course leases of business to fund operating expenses (including, without limitation, purchases of inventory real or personal property in the ordinary course of business and capital expenditures incurred in (k) guarantees by any Credit Party or any Subsidiary constituting Indebtedness permitted by Section 6.1; provided, any such guarantee shall be subordinated to the Obligations to the same extent and on the same terms and conditions as the Indebtedness guaranteed has been subordinated to the Obligations; (l) guarantees in the ordinary course of business consistent of obligations owed to landlords, suppliers, customers and licensees of any Credit Party; (m) Investments consisting of ▇▇▇▇▇▇▇ money deposits required in connection with past practices but only a Permitted Acquisition; (n) Investments received in connection with dispositions of assets to the extent they permitted by Section 6.9 and Restricted Junior Payments to the extent permitted by Section 6.5; (o) cash Investments in Subsidiaries that are Ordinary Capital Expenditures) not Guarantors in an amount not to exceed amounts necessary to cover operating expenses of such Special EntitySubsidiaries for up to the next six months in the ordinary course of business; provided that the aggregate cash held by such Subsidiaries shall not exceed $3,000,000 at any time; and (p) other Investments in an aggregate amount not to exceed $2,000,000 during the term of this Agreement; provided that Investments not paid in the form of Cash or Cash Equivalents or Capital Stock shall not exceed $250,000 during the term of this Agreement. Notwithstanding anything in this Section 6.7 to the contrary, (A) in no event shall any Credit Party make any Investment that results in or facilitates in any manner any Restricted Junior Payment not otherwise permitted under the terms of Section 6.5, and (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under by Credit Parties in any Joint Venture exceed an amount equal to $500,000 for all such Investments during the term of this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;Agreement.

Investments. (i) held by the Borrower will not, and will not permit any of its Subsidiaries to, make, directly or such Subsidiary in the form of cash and Cash Equivalents,indirectly, or permit to remain outstanding any Investments except: (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iiia) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following on the date of any such Investment under this subclause (II) (hereof and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but identified in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000Schedule 9.05; (vb) Investments consisting of operating deposit accounts with banks; (c) extensions of credit in the nature of accounts receivable or notes receivable arising from the grant sales of trade credit goods or services in the ordinary course of business business; (d) Permitted Cash Equivalent Investments; (e) Investments by Borrower and consistent the Subsidiary Guarantors in Borrower’s wholly-owned Subsidiary Guarantors (for greater certainty, Borrower shall not be permitted to have any direct or indirect Subsidiaries that are not wholly-owned Subsidiaries); (f) Hedging Agreements entered into in the ordinary course of Borrower’s financial planning solely to hedge currency risks (and not for speculative purposes) and in an aggregate notional amount for all such Hedging Agreements not in excess of $500,000 (or the Equivalent Amount in other currencies); (g) Investments consisting of security deposits with past practicesutilities and other like Persons made in the ordinary course of business; (h) Investments consisting of employee loans, travel advances and guarantees in accordance with Borrower’s usual and customary practices with respect thereto (if permitted by applicable law) which in the aggregate shall not exceed $500,000 outstanding at any time (or the Equivalent Amount in other currencies); (i) Investments received in connection with any Insolvency Proceedings in respect of any customers, suppliers or clients and in settlement of delinquent obligations of, and other disputes with, customers, suppliers or clients; (j) Investments permitted pursuant to Section 9.03; and (vik) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;Indebtedness permitted by Section 9.01.

Investments. No Loan Party shall, nor shall it permit any of its Restricted Subsidiaries to, directly or indirectly, make or own any Investment in any Person, including any Joint Venture, except: (ia) held by the Borrower or such Subsidiary Investments in the form of cash and Cash Equivalents,; (b) Investments owned as of the Closing Date in any Restricted Subsidiary and Investments made after the Closing Date in the Borrower and any wholly owned Restricted Subsidiary of the Borrower which is a Guarantor; (c) Investments in Unrestricted Subsidiaries and Joint Ventures; provided that such Investments (including through intercompany loans) shall not exceed at any time an aggregate amount of $75,000,000; (d) intercompany loans to the extent permitted under Section 6.1(d) and other Investments in Restricted Subsidiaries which are not Guarantors; provided that such Investments (including through intercompany loans and any Acquisition) in Restricted Subsidiaries that are not Guarantors when combined with all Investments made pursuant to Section 6.7(p) shall not exceed at any time an aggregate amount equal to the greater of (i) $100,000,000 and (ii) 15% of Consolidated Total Assets; (e) Permitted Acquisitions; (f) loans and advances to employees of the Borrower and its Restricted Subsidiaries made in the ordinary course of business consisting in an aggregate principal amount not to exceed $2,000,000; (g) Investments described in Schedule 6.7; (h) to the extent constituting Investments, Swap Agreements entered into in order to effectively cap, collar or exchange interest rates (from floating to fixed rates, from one floating rate to another floating rate or otherwise) with respect to any interest-bearing liability or investment of Uniform Commercial Code Article 3 endorsements for collection the Borrower or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customersany Restricted Subsidiary, or to hedge currency exposure or to hedge energy costs or exposure, which, in each case consistent with past practices,any case, are not entered into for speculative purposes; (iiii) trade receivables in the ordinary course of business; (j) guarantees to insurers required in connection with worker’s compensation and other insurance coverage arranged in the ordinary course of business; (k) Investments (including debt obligations and Equity Interestsobligations) received in connection with the bankruptcy or reorganization of suppliers and customers or and in good faith settlement of delinquent obligations of, or and other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss,business; (ivl) intercompany Investments by any Foreign Subsidiary in any Special Entityother Foreign Subsidiary; (m) lease, so long as in each case such Investments are (A) made utility and other similar deposits in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000business; (vn) Investments consisting of extensions any Person in existence at the time such Person becomes a Restricted Subsidiary; provided such Investment was not made in connection with or anticipation of credit such Person becoming a Restricted Subsidiary and any modification, replacement, renewal or extension thereof; (o) Investments in the nature form of accounts receivable or notes receivable arising from the grant non-cash consideration received in connection with dispositions of trade credit Intellectual Property (as defined in the ordinary course Security Agreement) pursuant to clause (i) of business and consistent with past practicesthe definition of “Asset Sale”; and (vip) other Investments not otherwise permitted hereunder in an aggregate amount, when combined with all Investments made pursuant to Section 6.7(d), not to exceed at any time the CoBank Equities greater of $ 100,000,000 and 15% of the Borrower’s and its Subsidiaries’ Consolidated Total Assets as of the last day of the period for which financial statements have been delivered pursuant to Section 5.1(a) or (b). For purposes of covenant compliance with this Section 6.7, the amount of any Investment shall be the amount actually invested, without adjustment for subsequent increases or decreases in the value of such Investment, less any amount paid, repaid, returned, distributed or otherwise received in cash in respect of such Investment. Notwithstanding anything herein to the contrary, no Loan Party shall, nor shall it permit any of its Restricted Subsidiaries to, allow or cause any Domestic Subsidiary to be a subsidiary of a Foreign Subsidiary (other stock or securities of, or Investments in, CoBank or investment services or programs;than any Domestic Subsidiary that is an existing subsidiary of an acquired Foreign Subsidiary at the time of the Acquisition).

Investments. Make or hold any Investments, except: (ia) Investments held by the Borrower or such Subsidiary Borrowers and their Subsidiaries in the form of cash and Cash Equivalents,; (iib) made Investments consisting of advances or loans to directors, officers, employees, agents, customers or suppliers in an aggregate principal amount (including Investments of such type set forth in Schedule 5.08(c)) not to exceed $100,000 at any time outstanding; provided, that all such advances must be in material compliance with applicable Laws, including, but not limited to, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, as amended; (c) Investments in any Person which is a Borrower prior to giving effect to such Investment and Investments (whether constituting acquisitions or otherwise) in wholly-owned Subsidiaries of a Borrower (or Persons that will, immediately upon the consummation of such Investment, be wholly-owned Subsidiaries of a Borrower) or in the ordinary course assets of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customerssuch Persons, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only Persons or Property relating to the extent they types of businesses which are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000prohibited by Section 7.07 hereof; (vd) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business business, and consistent Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary in order to prevent or limit loss; (e) Guarantees permitted by Section 7.02; (f) Investments existing on the date hereof and set forth on Schedule 5.08(c); (g) Investments in (i) undeveloped/speculative land (valued at cost for purposes of this clause (g)) with past practicesan aggregate value not greater than ten percent (10.0%) of Total Asset Value; (ii) Investments in Real Properties with respect to which Development Activities are being undertaken by the applicable owner thereof (valued at cost; provided, that all costs and expenses associated with all existing Development Activities (budget to completion) shall be included in determining the aggregate Investment of the Consolidated Parties with respect to such activities) with an aggregate value not greater than ten percent (10.0%) of Total Asset Value; (iii) Real Properties that, as of the date of acquisition, are not subject to a Borrowing Base Lease (valued at book value); and (viiv) in non-wholly owned general and limited partnerships, joint ventures and other Persons which are not corporations (valued at book value); provided, however, that the CoBank Equities collective aggregate value of the Investments owned pursuant to items (i) through (iv) above (which such valuation shall include any Investments set forth on Schedule 5.08(c) to the extent such Investments are still owned by a Borrower or Subsidiary) shall not at any time exceed twenty-five percent (25.0%) of Total Asset Value; (h) Deposits made in the ordinary course of business; (i) Investments constituting the acquisition of Real Property which are intended to be and subsequently qualified as Borrowing Base Properties within forty-five (45) days of the date of the acquisition thereof (but until qualified as Borrowing Base Properties, such Real Properties shall otherwise, if applicable, be counted toward the bucket set forth in clause (g)(iii) above); (j) any Investments received in compromise of obligations of trade creditors or customers that were incurred in the ordinary course of business, including pursuant to any plan of reorganization or similar arrangement upon the bankruptcy or insolvency of any trade creditor or customer; and (k) any other stock Investments in an aggregate amount not to, at any time, exceed $25,000,000, so long as immediately prior to and immediately after making any such Investment, no Default exists or securities ofwould reasonably be expected to exist, or Investments in, CoBank or investment services or programs;including a Default resulting from a failure to comply with the covenant in Section 7.07.

Investments. Make any Investments, except: (a) Cash Equivalents; (b) Investments existing on the date hereof and listed on Schedule 7.8; (c) Investments in Loan Parties (including any Person that becomes a Loan Party immediately after giving effect to and as a result of such Investment) and Investments by any Restricted Subsidiary that is not a Loan Party in any other Restricted Subsidiary that is not a Loan Party; (d) Investments received as non-cash consideration in a Disposition made pursuant to and in compliance with Section 7.5; (e) any Investment acquired in exchange for Qualified Capital Stock of the MLP; (f) (i) held by receivables owing to the Borrower MLP or such any Restricted Subsidiary in the form of cash and Cash Equivalents, (ii) made if created or acquired in the ordinary course of business consisting of Uniform Commercial Code Article 3 business, (ii) endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business business, (iii) securities, instruments or upon other obligations received in compromise or settlement of debts created in the ordinary course of business, or by reason of a composition or readjustment of debts or bankruptcy or reorganization of another Person, or in satisfaction claims and judgments and (iv) any Investment as a result of a foreclosure by the MLP or any of its Restricted Subsidiaries with respect to any secured Investment or other transfer of title with respect to any secured InvestmentInvestment in default; (g) Investments made pursuant to surety bonds, reclamation bonds, performance bonds, bid bonds, appeal bonds and similar obligations, in each case, to the extent such surety bonds, reclamation bonds, performance bonds, bid bonds, appeal bonds and similar obligations permitted under this Agreement; (h) payroll, travel and other loans or advances to, or Guarantee Obligations issued to support the obligations of, current or former officers, managers, directors, consultants and employees of the General Partner, the MLP or any Restricted Subsidiary, in each case only in the ordinary course of business or consistent with past practice in an aggregate principal amount not to the extent reasonably necessary in order to prevent or limit loss,exceed $5,000,000 at any one time outstanding; (ivi) Investments in Permitted Businesses, Unrestricted Subsidiaries and joint ventures in an aggregate outstanding amount, taken together with all other Investments made in reliance on this clause (i), not to exceed the greater of (i) $125,000,000 and (ii) 14.0% of Consolidated Net Tangible Assets (determined at the time of such Investment); provided, however, that if any Special EntityInvestment pursuant to this clause (i) is made in a Person that is not a Loan Party at the date of the making of such Investment and such Person becomes a Loan Party after such date, such Investment shall thereafter be deemed to have been made pursuant to clause (c) above and shall cease to have been made pursuant to this clause (i) for so long as such Person continues to be a Loan Party; (j) extensions of credit to customers, suppliers and joint venture partners in the ordinary course of business; (k) Investments consisting of purchases and acquisitions, in the ordinary course of business, of inventory, supplies, material or equipment or the licensing or contribution from any other Person of intellectual property; (l) [reserved]; (m) Hedging Agreements of the MLP or any Restricted Subsidiary not entered into for speculation and deposits and margin payments made in connection herewith; (n) Investments resulting from pledges and deposits permitted under the definition of “Permitted Liens”; (o) Investments consisting of indemnification obligations in respect of performance bonds, bid bonds, appeal bonds, surety bonds, reclamation bonds and completion guarantees and similar obligations under any Mining Law or Environmental Law or with respect to workers’ compensation benefits, in each case such Investments are (A) entered into in the ordinary course of business, and pledges or deposits made in the ordinary course of business in support of obligations under existing coal sales contracts (and extensions or renewals thereof on similar terms); (p) any Investments owned by a Person at the time it is acquired by the MLP or a Restricted Subsidiary to fund operating expenses the extent not made in contemplation of such acquisition; (including, without limitation, purchases i) Guarantee Obligations issued in accordance with Section 7.2 and (ii) guarantees of inventory performance or other obligations (other than Indebtedness) arising in the ordinary course of business and capital expenditures incurred in the ordinary course of business or consistent with past practices but only practice; (r) [reserved]; (s) Investments pursuant to or contemplated by any contractual obligations in respect of the Transaction Documentation as in effect on the Closing Date, and as amended or modified thereafter on terms that are not materially less favorable to the extent they are Ordinary Capital ExpendituresMLP and its Restricted Subsidiaries, taken as a whole, considered in the aggregate taking into account all such substantially contemporaneous amendments and modifications of the Transaction Documentation; (t) [reserved]; (u) any Investment acquired as a capital contribution to the MLP or any Restricted Subsidiary, or made in exchange for, or out of the net cash proceeds of, a substantially concurrent offering (with any offering within 45 days deemed as substantially concurrent) of Qualified Capital Stock of the MLP; and (v) other Investments in an aggregate outstanding amount not to exceed at the time made the greater of (i) $75,000,000 and (ii) 8.5% of Consolidated Net Tangible Assets determined at such Special Entitydate so long as: (A) immediately before and after giving Pro Forma Basis effect to any such Investment, no Event of Default shall have occurred and be continuing and (B) consistent with past practices the sum of (1) the aggregate amount of the Borrower, its Subsidiaries aggregate Available Revolving Commitments at such time (after giving effect to the making of such Investment and such Special Entities any financing thereof) and (C2) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund amount of cash and in respect of which the Borrower shall, upon the request Cash Equivalents of the Administrative AgentLoan Parties (in each case, use commercially reasonable efforts free and clear of all Liens, other than (i) involuntary or inchoate Liens, (ii) Liens securing the Obligations and (iii) Liens permitted under Section 7.3 (n) that are unperfected, junior to cause or pari passu with the Administrative Agent, for Liens securing the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (Obligations and subject to an intercreditor agreement among with the Administrative Agent on behalf Agent) included in the consolidated balance sheet of the Lenders on the one hand, and the administrative agent on behalf Loan Parties as of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility such date shall equal or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;.

Investments. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, make or own any Investment in any Person, including any joint venture and any Foreign Subsidiary, except: (ia) held by the Borrower or such Subsidiary Investments in the form of cash and Cash Equivalents,Equivalents and deposit accounts or securities accounts in connection therewith; (iib) equity Investments owned as of the Closing Date in any Subsidiary; (c) intercompany loans to the extent permitted under Section 8.1(b), and guarantees to the extent permitted under Section 8.1(c); (d) Investments existing on the Closing Date and described on Schedule 8.6; (e) Investments constituting Swap Agreements permitted by Section 8.1(f); (f) Permitted Acquisitions; (g) Investments constituting accounts receivable, trade debt and deposits for the purchase of goods, in each case made in the ordinary course of business; (h) Investments made by Regulated Subsidiaries (x) in the ordinary course of business that are consistent with the respective investment policies of each such Regulated Subsidiary in effect on the Closing Date, as such policy may be amended or modified from time to time by board (or equivalent) approval and (y) consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements the repurchase of Convertible Notes in accordance with customers, in each case consistent with past practices,the terms of Section 8.13(c); (iiii) Guarantees by Borrower or any Subsidiary constituting Indebtedness permitted by Section 8.1; (j) loans or advances to employees, officers or directors of the Borrower or any Subsidiary in the ordinary course of business for travel, relocation and related expenses; provided, that the aggregate amount of all such loans and advances does not exceed $500,000 in the aggregate at any time outstanding; (k) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers of, or in settlement of delinquent obligations of, or other accounts and disputes with, customers and suppliers arising in the ordinary course of business suppliers, or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss,; (ivl) Investments resulting from pledges or deposits described in any Special Entity, so long as clause (d) of Section 8.2; (m) Investments consisting of ▇▇▇▇ ▇▇▇▇▇▇▇ money deposits in each case such connection with a Permitted Acquisition or other Investment permitted hereunder; (n) Investments are (A) made consisting of endorsements for collection or deposit in the ordinary course of business to fund operating expenses business; (including, without limitation, purchases i) Investments by the Borrower and its Subsidiaries in Credit Parties; (ii) Investments by Subsidiaries of inventory the Borrower that are not Credit Parties in other Subsidiaries that are not Credit Parties; and (iii) Investments by the ordinary course of business and capital expenditures incurred Credit Parties in the ordinary course of business consistent with past practices but only Subsidiaries that are not Credit Parties to the extent they are Ordinary Capital Expendituresrequired to provide capital support for such Regulated Subsidiaries in amounts sufficient to maintain a risk-based capital ratio of at least one-hundred and fifty percent (150.0%) of company action level (or similar term as used under Applicable Laws or by any applicable Insurance Regulatory Authority) or as otherwise required by an applicable Insurance Regulatory Authority, so long as: (A) no Default or Event of Default exists or would result from such Special Entity, Investment; (B) consistent on a Pro Forma Basis after giving effect to any such Investment, the Credit Parties are in compliance with past practices of the Borrower, its Subsidiaries and such Special Entities and Section 8.8; and (C) either after giving effect to any such Investment, there remains at least Twenty-Five Million Dollars (I$25,000,000) of Liquidity; (p) Investments in joint ventures in an aggregate amount not in excess of to exceed $25,000,000 in the aggregate 5,000,000 at any time outstanding; and (q) other Investments not listed above and not otherwise prohibited by this Agreement in an aggregate amount outstanding or at any time (IIon a cost basis) otherwise made pursuant not to agreementsexceed $1,000,000. Notwithstanding the foregoing, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall any Credit Party make any Investment which results in or facilitates in any manner any Restricted Payment not otherwise permitted under the aggregate amount terms of all Section 8.4. For purposes of determining compliance with this Section 8.6, (x) an Investment need not be made solely by reference to one category of Investments described in Sections 8.6(a) through (o) above but may be made under this subclause any combination of such categories (IIincluding in part under one such category and in part under any other such category), (y) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature event that an Investment (or any portion thereof) meets the criteria of accounts receivable one or notes receivable arising from more of such categories of Investments described in clauses (a) through (o) above, the grant Borrower, in its sole discretion, may classify or may subsequently reclassify at any time such Investment (or any portion thereof) in any manner that complies with this covenant and (z) any Investment that is written down, written off or forgiven by Borrower or any of trade credit its Subsidiaries shall continue to count against any cap set forth in the ordinary course clause or clauses of business and consistent with past practices; and (vi) this Section 8.6 pursuant to which such Investment is permitted. Any Investment that exceeds the CoBank Equities and limits of any particular clause set forth above may be allocated amongst more than one of such clauses to permit the incurrence or holding of such Investment to the extent such excess is permitted as an Investment under such other stock or securities of, or Investments in, CoBank or investment services or programs;clauses.

Investments. Purchase, hold, make or acquire any Investments, any other Person, except: (i) (A) Investments by Holdings, the Borrower and the Subsidiaries existing on the date hereof in the Equity Interests of the Borrower and the Subsidiaries and (B) additional Investments by Holdings, the Borrower and the Subsidiaries in the Equity Interests of the Borrower and the Subsidiaries; provided that (x) any such Equity Interests (other than Excluded Equity) held by a Loan Party shall be pledged pursuant to the Borrower Guarantee and Collateral Agreement (subject to the limitations and exclusions referred to therein) and (y) the aggregate amount of Investments made by Loan Parties after the date hereof in Subsidiaries that are not Loan Parties (determined without regard to any write downs or write-offs of such Subsidiary Investments), when combined with the aggregate amount of loans and advances made by Loan Parties to Subsidiaries or joint ventures that are not Loan Parties pursuant to Section 6.04(iii) and the aggregate amount of Contingent Obligations of Loan Parties with respect to Indebtedness of Subsidiaries and joint ventures that are not Loan Parties pursuant to Section 6.01(ix)(C), in each case without duplication, shall not exceed the form of cash and Cash Equivalents,Permitted Non-Loan Party Investment Amount; (ii) Permitted Investments; (iii) loans or advances made by any Loan Parties or their Subsidiaries to any other Loan Party (except with respect to Section 6.01(xxiv), other than Holdings), Subsidiary or a Subsidiary of a Loan Party or joint ventures thereof; provided that the aggregate amount of such loans and advances made by Loan Parties to Subsidiaries or joint ventures that are not Loan Parties (determined without regard to any write-downs or write-offs of such loans and advances), when combined with the aggregate amount of Investments made by Loan Parties after the date hereof in Subsidiaries or joint ventures that are not Loan Parties pursuant to Section 6.04(i) and the ordinary course aggregate amount of business consisting Contingent Obligations of Uniform Commercial Code Article 3 endorsements for collection or deposit Loan Parties with respect to Indebtedness of Subsidiaries and Uniform Commercial Code Article 4 customary trade arrangements with customersjoint ventures that are not Loan Parties pursuant to Section 6.01(ix)(C), in each case consistent with past practices,without duplication, shall not exceed the Permitted Non-Loan Party Investment Amount at any time outstanding and shall be evidenced by a promissory note to the extent required by the Guarantee and Collateral Agreement; (iiiiv) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers of, or in settlement of delinquent obligations of, or other accounts and disputes with, customers and suppliers, in each case in the ordinary course of business; (v) Holdings, the Borrower and its Subsidiaries may make loans and advances in the ordinary course of business (including for travel, entertainment and relocation expenses) to their respective officers, directors and employees so long as the aggregate principal amount thereof at any time outstanding (determined without regard to any write-downs or write-offs of such loans and advances) shall not exceed $500,000; (vi) the Borrower and its Subsidiaries may enter into Hedging Agreements that are not speculative in nature; (vii) the Borrower and any Subsidiary may acquire all or substantially all the assets of a Person or line of business of such Person, or not less than 90% of the Equity Interests (other than directors’ qualifying shares) of a Person (referred to herein as the “Acquired Entity”) provided that (I) the Borrower shall comply, and shall cause the Acquired Entity to comply (in each case, to the extent applicable), with the applicable provisions of Section 5.12 and the Security Documents and (II) such transactions meet the following criteria (or such criteria is waived) in one of the three clauses of (A), (B) and (C) below (any acquisition of an Acquired Entity meeting all the criteria in one of clauses of (A), (B) and (C) (or having any such criteria waived) of this Section 6.04(vii) being referred to herein as a “Permitted Acquisition”): (A) Other than an acquisition satisfying the criteria set forth in clause (B) or clause (C), such acquisition satisfies the following: (i) no Default or Event of Default exists at the time of such acquisition or would exist immediately after giving effect to such acquisition; (ii) the Consolidated Leverage Ratio shall not be greater than 0.74 to 1 on a pro forma basis after giving effect to such acquisition; and (iii) the Borrower shall have delivered a certificate of a Financial Officer, certifying as to compliance with paragraphs (A)(i) and (A)(ii) of this Section 6.04(vii) and containing reasonably detailed calculations in support of paragraph (A)(ii) of this Section 6.04(vii); (B) such acquisition is funded solely with the Equity Interests of Holdings or proceeds from any issuance of Equity Interests by Holdings (in each case, not constituting Disqualified Stock); or (C) such acquisition is funded with cash or Permitted Investments of Holdings, the Borrower or any Subsidiary, and both (a) no Default or Event of Default exists at the time of such acquisition or would exist immediately after giving effect to such acquisition and (b) immediately after giving effect to such acquisition and the use of any cash or Permitted Investments of Holdings, the Borrower or any Subsidiary for such acquisition, Liquidity shall not be less than $3,000,000; (viii) Contingent Obligations permitted by Section 6.01; (ix) prepaid expenses or lease, utility and other similar deposits, in each case made in the ordinary course of business; (x) Investments consisting of any deferred portion (including promissory notes and non cash consideration) of the sales price received by Holdings, the Borrower or any Subsidiary in connection with any Disposition permitted hereunder; (xi) advances of payroll payments to employees, officers, directors and managers of Holdings, the Borrower and any Subsidiaries in the ordinary course of business; (xii) extensions of trade credit or the holding of receivables in the ordinary course of business and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and other credits to suppliers arising in the ordinary course of business or pursuant to any plan of reorganization or liquidation or similar arrangement upon the foreclosure with respect to any secured Investment bankruptcy or other transfer insolvency of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent such account debtors or limit loss,suppliers; (ivxiii) in any Special Entity, so long as in each case such Investments are (A) made the Borrower and its Subsidiaries may endorse negotiable instruments and other payment items for collection or deposit in the ordinary course of business to fund operating expenses or make lease, utility and other similar deposits in the ordinary course of business; (includingxiv) Investments of any Person that becomes (or is merged or consolidated or amalgamated with) a Subsidiary of the Borrower on or after the date hereof on the date such Person becomes (or is merged or consolidated or amalgamated with) a Subsidiary of the Borrower; provided that (i) such Investments exist at the time such Person becomes (or is merged or consolidated or amalgamated with) a Subsidiary, without limitation, and (ii) such Investments are not made in anticipation or contemplation of such Person becoming (or merging or consolidating or amalgamated with) a Subsidiary; (xv) advances in connection with purchases of inventory goods or services in the ordinary course of business; (xvi) Investments to the extent that payment for such Investments is made solely with Qualified Capital Stock of Holdings or Equity Interests of any direct or indirect parent company of Holdings; and (xvii) Investments consisting of good faith deposits made in accordance with Section 6.02(xviii); (xviii) (i) Investments outstanding on the Closing Date and identified on Schedule 6.04 and (ii) Investments consisting of any modification, replacement, renewal, reinvestment or extension of any Investment described in clause (i) above; provided that the amount of any Investment permitted pursuant to this clause (ii) is not increased from the amount of such Investment on the Closing Date except pursuant to the terms of such Investment as of the Closing Date or pursuant to another Investment otherwise permitted by this Section 6.04; (xix) promissory notes or other obligations of directors (or comparable position), officers or other employees of a Loan Party or any of its Subsidiaries acquired in the ordinary course of business and capital expenditures incurred in the ordinary course connection with such directors’ (or comparable position), officers’ or employees’ acquisition of business consistent with past practices but only Equity Interests in such Loan Party or such Subsidiary (to the extent they such acquisition is permitted under this Agreement), (A) so long as no cash is advanced by the Borrower or any of its Subsidiaries that are Ordinary Capital Expenditures) of Loan Parties in connection with such Special Entity, Investment or (B) consistent with past practices of the Borrowerif paid in cash, its Subsidiaries and such Special Entities and (C) either (I) in an aggregate amount not in excess of to exceed $25,000,000 in the aggregate 1,000,000 at any time outstanding outstanding; (xx) any Loan Party or any of its Subsidiaries may make a loan that could otherwise be made as a distribution permitted under Section 6.06 (IIwith a commensurate dollar-for-dollar reduction of their ability to make additional distributions under such Section); provided that any such loan made by a Loan Party and shall be evidenced by a promissory note and pledged to the Collateral Agent to the extent required by the Guarantee and Collateral Agreement; (xxi) otherwise made pursuant Investments to agreementsthe extent constituting the reinvestment of the Net Asset Sale Proceeds arising from any Asset Sale or Net Insurance/Condemnation Proceeds arising from any Casualty Event to repair, documents replace or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and restore any property in respect of which such proceeds were paid or to reinvest in other properties or assets that are used or are otherwise useful in the Borrower shall, upon the request business of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself Loan Parties and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000their Subsidiaries; (vxxii) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practicesRunbook Acquisition; and (vixxiii) (xxii) in addition to Investments permitted by paragraphs (i) through (xxi) above, additional Investments by the CoBank Equities Borrower and the Subsidiaries so long as the aggregate amount invested pursuant to this paragraph (xxii) (determined without regard to any other stock write-downs or securities ofwrite-offs of such Investments, or Investments in, CoBank or investment services or programs;but net of cash returns thereon) does not exceed $1,500,000.

Investments. (i) held by None of the Borrower or such Subsidiary any of the Subsidiaries will purchase, make, incur, assume or permit to exist any Investment in the form of cash and Cash Equivalents,any other Person, except: (iia) made Investments existing on the Closing Date and identified in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices,Schedule 8.5(a); (iiib) Cash Equivalent Investments and any Investment which when made complies with the definition of the term “Cash Equivalent Investment” may continue to be held notwithstanding that such Investment if made thereafter would not comply with such requirements; (c) Investments (including debt obligations and Equity Interestsobligations) received in connection with the bankruptcy or reorganization of suppliers and customers of, or in settlement of delinquent obligations of, or accounts and other disputes with, customers or suppliers, in each case in the ordinary course of business; (d) Investments consisting of any deferred portion of the sales price received by the Borrower or any of the Subsidiaries in connection with any Disposition permitted under Section 8.8: (e) Investments constituting (i) accounts receivable arising, (ii) trade debt granted, or (iii) deposits made in connection with the purchase price of goods or services, in each case in the ordinary course of business; (f) Permitted Acquisitions and suppliers arising Investments acquired as a result of Permitted Acquisition to the extent that such Investments were not made in contemplation of or in connection with such Permitted Acquisition and were in existence prior to the date of such Permitted Acquisition; (g) Investments by the Borrower or any Guarantor in the Borrower or any Guarantor; (h) Repurchases of stock from former employees, directors, or consultants of Borrower under the terms of applicable repurchase agreements at the original issue price of such securities in an aggregate amount not to exceed $250,000 in any fiscal year, provided no Event of Default has occurred, is continuing or would exist after giving effect to such repurchases; (i) Investments consisting of loans not involving the net transfer on a substantially contemporaneous basis of cash proceeds to employees, officers or directors relating to the purchase of capital stock of Borrower pursuant to employee stock purchase plans or other similar agreements approved by Borrower’s Board of Directors, not to exceed $250,000 in the aggregate; (j) Investments consisting of travel advances and employee relocation loans, and other employee loans and advances in the ordinary course of business, not to exceed $100,000 in the aggregate outstanding at any given time; (k) Investments in non-Guarantors not to exceed $750,000; (l) Cash Investments in joint ventures and strategic alliances in the ordinary course of business or upon approved by Borrower’s Board of Directors, provided that any such cash Investments by Borrower do not exceed $100,000 in the foreclosure with respect to aggregate in any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss,fiscal year; (ivm) in any Special EntityInvestments consisting of security deposits with utilities, so long as in each case such Investments are (A) landlords and other like Persons made in the ordinary course of business to fund operating expenses business; (including, without limitation, purchases n) Investments consisting of inventory the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practicesbusiness; and (vio) other Investments in an amount not to exceed $250,000 over the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;term of this Agreement.

Investments. Make any Investments, except: (ia) held by the Borrower or such Subsidiary Investments in the form of cash and Cash Equivalents,or cash equivalents; (iib) made Investments existing on the date hereof and set forth on Schedule 6.13; (c) advances to officers, directors and employees of the Borrower and Subsidiaries for travel, entertainment, relocation and analogous ordinary business purposes; (d) Investments of the Guarantor and the Borrower in the ordinary course form of business consisting Equity Interests and investments of Uniform Commercial Code Article 3 endorsements for collection the Borrower in any wholly-owned Subsidiary, and Investments of Borrower directly in, or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customersof any wholly-owned Subsidiary in another wholly-owned Subsidiary which owns, real property assets which are located within the United States, provided in each case consistent with past practices, (iii) the Investments (including debt obligations and Equity Interests) received held by Borrower or Subsidiary are in connection accordance with the bankruptcy or reorganization provisions of suppliers and customers or in settlement of delinquent obligations of, or this Section 8.02 other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under than this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such LiensSection 8.02(d), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (ve) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business business; (f) Investments in unimproved land holdings not to at any time exceed five percent (5%) of Total Asset Value; (g) Investments in mortgages, mezzanine loans and consistent with past practicesnotes receivable not to at any time exceed ten percent (10%) of Total Asset Value; (h) Investments in Construction in Progress not to at any time exceed fifteen percent (15%) of Total Asset Value; (i) Investments in non-wholly owned Subsidiaries and Unconsolidated Affiliates not to at any time exceed ten percent (10%) of Total Asset Value; and (vij) Investments in Real Property assets that are not retail Properties not to at any time exceed ten percent (10%) of Total Asset Value. Determinations of whether an Investment in an asset is permitted will be made after giving effect to the CoBank Equities and any other stock or securities of, or subject Investment. Investments in, CoBank or investment services or programs;pursuant to clauses (f) through (j) above in the aggregate will not exceed twenty-five percent (25%) of Total Asset Value.

Investments. (i) held by Each of the Parent and the Borrower will not, and will not permit any of its Subsidiaries to, purchase, make, incur, assume or such Subsidiary permit to exist any Investment in the form of cash and Cash Equivalents,any other Person, except: (iia) made Investments existing on the Closing Date and identified in Item 7.2.5(a) of the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices,Disclosure Schedule; (iiib) Cash Equivalent Investments; (c) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers of, or in settlement of delinquent obligations of, or other accounts and disputes with, customers and suppliers arising suppliers, in each case in the ordinary course of business; (d) Investments by the Borrower and any Subsidiary of the Borrower constituting Capital Expenditures on behalf of the Borrower or such Subsidiary; (e) Investments by way of contributions to capital or purchases of Capital Securities (i) by the Borrower in any Subsidiaries or by any Subsidiary in other Subsidiaries; provided that the aggregate amount of intercompany loans made pursuant to clause (f)(ii) of Section 7.2.2 and Investments under this clause made by the Borrower and Subsidiary Guarantors in Subsidiaries that are not Subsidiary Guarantors shall not exceed the amount set forth in clause (f)(ii) of Section 7.2.2 at any time, or (ii) by any Subsidiary in the Borrower; (f) Investments constituting (i) accounts receivable arising, (ii) trade debt granted, or (iii) deposits made in connection with the purchase price of goods or services, in each case in the ordinary course of business; (g) [Reserved]; (h) Investments consisting of any deferred portion of the sales price received by the Borrower or any Subsidiary in connection with any Disposition permitted under Section 7.2.10; (i) Investments resulting from loans to employees in the ordinary course of business or upon the foreclosure in an aggregate amount not to exceed $1,000,000 at any one time outstanding; (j) Investments from receipt of non-cash consideration from a Disposition made in compliance with respect to any secured Investment or other transfer of title Section 7.2.10; (k) Investments in Hedging Obligations incurred in compliance with respect to any secured Investment, in each case only Section 7.2.2; (l) Contingent Liabilities to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practicespermitted by Section 7.2.2; and (vim) other Investments in an aggregate amount not to exceed in respect of any one Investment or series of related Investments, $3,000,000; provided that all clauses of this Section 7.2.5 shall be subject to the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;following:

Investments. Make any Investments, except: (ia) Investments held by the Borrower or such Subsidiary by any of its Subsidiaries in the form of cash and Cash Equivalents,or cash equivalents; (iib) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit loans and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect advances from time to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) time made in the ordinary course of business to fund operating expenses (includingofficers, without limitationdirectors and employees of the Borrower or of any of its Subsidiaries; provided, purchases however, that the aggregate outstanding principal amount of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) all of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries loans and advances to all such Special Entities and (C) either (I) Persons shall not in excess of $25,000,000 in the aggregate at any time outstanding exceed $5,000,000; (c) pledges and deposits permitted by clause (c) or by clause (IId) otherwise made pursuant of Section 7.01; (d) Investments, including loans and advances, by the Borrower in or to agreementsany Wholly-Owned Subsidiary of the Borrower (other than Finsub), documents and Investments, including loans and advances, by any Wholly-Owned Subsidiary of the Borrower in or other instruments pursuant to which the Borrower or such in or to any other Wholly-Owned Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the (other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liensthan Finsub), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (ve) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business business, and consistent Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary in order to prevent or limit loss; (f) Guarantees permitted by Section 7.03; (g) Investments, including loans and advances, made in or to the Borrower or in or to any of the Subsidiaries of the Borrower pursuant to and upon the terms contained in the Receivables Program Documents; provided, however, that each of such Investments shall, at the time made, be permitted by the provisions of Section 7.01 and Section 7.03; (h) Acquisitions by the Borrower or by any of its Subsidiaries; provided, however, that: (i) with past practicesrespect to any Acquisition involving the acquisition of the ownership or Control of Equity Interests of any Person, such Acquisition shall be made on a negotiated basis with the approval of the board of directors (or equivalent governing body) of the Person to be acquired and, if necessary, the approval of the shareholders of the Person to be acquired; and (ii) if the aggregate fair market value of all of the consideration paid or payable for or with respect to any such Acquisition shall exceed $250,000,000, then the Borrower shall have delivered to the Administrative Agent, not less than five (5) Business Days prior to the completion of such Acquisition, a certificate of a Responsible Officer of the Borrower stating that, immediately after giving effect on a Pro Forma Basis to such Acquisition (A) the Borrower shall be in compliance with the financial covenants set forth in Section 7.11, and (B) both immediately before and immediately after giving effect to such Acquisition, no Default shall be continuing or shall result therefrom; and (vii) other Investments not otherwise permitted by any of the CoBank Equities other clauses of this Section 7.02; provided, however, that the aggregate amount (determined on a consolidated basis for the Borrower and any other stock or securities of, or its Subsidiaries) of all of the Investments in, CoBank or investment services or programs;so made after the Closing Date pursuant to this clause (i) shall not exceed $250,000,000.

Investments. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, make or own any Investment in any Person, including any Joint Venture, except: (a) Cash Equivalents; (b) equity Investments owned as of the Closing Date in any Subsidiary and Investments made after the Closing Date in Company or any Guarantor Subsidiary; (c) Investments in (i) held by the Borrower or such Subsidiary in the form of cash accounts receivable arising and Cash Equivalents, (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory credit granted in the ordinary course of business and capital expenditures incurred in any Securities received in satisfaction or partial satisfaction thereof from financially troubled account debtors (ii) deposits, prepayments and other credits to suppliers made in the ordinary course of business consistent with the past practices but of Holdings and its Subsidiaries and (iii) Joint Venture Investments in other Persons so long as the only consideration or other value paid or required to be paid in connection with such Investments is Capital Stock of Holdings; (d) intercompany loans to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment permitted under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such LiensSection 6.1(b), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (ve) Investments consisting Consolidated Capital Expenditures permitted by Section 6.6(f); (f) loans and advances to employees of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit Holdings and its Subsidiaries made in the ordinary course of business and consistent in an aggregate principal amount not to exceed $10,000,000 in the aggregate; (g) Investments made in connection with past practicesPermitted Acquisitions permitted pursuant to Section 6.8; (h) Investments described in Schedule 6.5; ------------ (i) Investments made with the Excess Equity Proceeds Amount; and (vij) Investments in Wholly-Owned Subsidiaries which are not Guarantor Subsidiaries, in an aggregate amount, which when aggregated with Permitted Acquisitions permitted pursuant to Section 6.8(c) (but excluding such portions financed with Excess Equity Proceeds) does not exceed $100,000,000. (k) other Investments in an aggregate amount not to exceed at any time $10,000,000 plus the CoBank Equities and any amount of Cash dividends or other stock or securities of, or Investments in, CoBank or investment services or programs;Cash distributions ---- received by a Credit Party with respect to such Investments.

Investments. Make or hold any Investments, except: (ia) held by the Borrower or such Subsidiary Investments in the form of cash and Cash Equivalents,; (iib) advances to officers, directors (or persons performing similar functions) and employees made in the ordinary course of business, for travel, entertainment, relocation and analogous ordinary business consisting purposes; (c) (i) Investments by the Parent and its Subsidiaries in their respective Subsidiaries outstanding on the date hereof, (ii) additional Investments by the Parent in the Borrower and entities that are (prior to or as a result of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customerssuch Investment) Wholly-Owned Subsidiary Guarantors, in each case consistent with past practices, (iii) additional Investments by the Parent and the MLP Subsidiary Guarantors in entities that are (including debt obligations and Equity Interestsprior to or as a result of such Investment) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations ofWholly-Owned MLP Subsidiary Guarantors, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made by MLP Subsidiary Guarantors in the ordinary course Parent, and (v) additional Investments in Agway Subsidiaries in an aggregate amount during the term of business this Agreement not to fund operating expenses (includingexceed $5,000,000; provided that, without limitation, purchases of inventory in the ordinary course case of business and capital expenditures incurred Investments in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise a Foreign Subsidiary made pursuant to agreementsthis Section 7.03(c), documents or other instruments the amount of such Investments when aggregated with Investments in Foreign Subsidiaries made pursuant to which Section 7.03(f) and Investments made pursuant to Section 7.03(g) shall not exceed $10,000,000 in the Borrower or such Subsidiary shall have a commitment to fund aggregate; and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of provided further that all Investments made under this subclause (II) exceed $50,000,000in Persons that are not Loan Parties prior to such Investment shall be subject to the provisions of Section 7.03(f); (vd) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors in the ordinary course; (e) Guarantees permitted by Section 7.02; (f) the purchase or other acquisition of Equity Interests or other property or assets of any Person; provided that, with respect to each purchase or other acquisition made pursuant to this Section 7.03(f): (i) in the case of an acquisition or purchase of Equity Interests, including as a result of a merger or consolidation, (A) by the Parent, the entity in which such Investment is being made will be a Wholly-Owned Subsidiary of the Parent, (B) by the Borrower or any Subsidiary of the Borrower, the entity in which such Investment is being made will be a Wholly-Owned Subsidiary of the Borrower, and (C) by a MLP Subsidiary Guarantor, the entity in which such Investment is being made will be a Wholly-Owned Subsidiary of one or more MLP Subsidiary Guarantors or a Subsidiary that is Wholly-Owned directly by the Parent and one or more MLP Subsidiary Guarantors; (ii) any such newly-created or acquired Subsidiary shall comply with the requirements of Section 6.12; (iii) the lines of business and of the Person to be (or the property so purchased or otherwise acquired) shall be consistent with past practicesthe provisions of Section 7.07; (iv) such purchase or other acquisition shall not include or result in any contingent liabilities that could reasonably be expected to be material to the business, financial condition, operations or prospects of the Parent and its Subsidiaries, taken as a whole (as determined in good faith by the Board of Supervisors of the Parent or the board of directors (or the persons performing similar functions) of such Subsidiary if the Board of Supervisors or the board of directors (or the persons performing similar functions) is otherwise approving such transaction; (A) immediately before and immediately after giving pro forma effect to any such purchase or other acquisition, no Default shall have occurred and be continuing and (B) immediately after giving effect to such purchase or other acquisition, the Borrower and its Subsidiaries and the Parent and its Subsidiaries shall be in pro forma compliance with all of the covenants set forth in Section 7.11, such compliance to be determined on the basis of the financial information most recently delivered to the Administrative Agent and the Lenders pursuant to Section 6.01(a), (b), (c) or (d) as though such purchase or other acquisition had been consummated as of the first day of the fiscal period covered thereby; provided, however, if (1) the total cash and noncash consideration (including the fair market value of all Equity Interests issued or transferred to the sellers thereof, all indemnities, earnouts and other contingent payment obligations to, and the aggregate amounts paid or to be paid under noncompete, consulting and other affiliated agreements with, the sellers thereof, all write-downs of property and reserves for liabilities with respect thereto and all assumptions of debt, liabilities and other obligations in connection therewith) paid for any such purchase or other acquisition, exceeds $250,000,000 and (2) the Total Consolidated Leverage Ratio as determined on a pro forma basis after giving effect to such purchase or acquisition is in excess of 4.75 to 1.00 (or if such purchase or acquisition is during an Acquisition Period, 5.00 to 1.00), the consent of the Required Lenders shall be required; (vi) in the case of (A) a purchase or acquisition of Equity Interests of another Person, (B) a purchase or other acquisition of assets of another Person that constitutes a business unit or all or a substantial part of the business, of another Person, or (C) a purchase or other acquisition of assets of another Person where the total aggregate cash and non-cash consideration paid for such purchase or other acquisition exceeds $25,000,000 (each Investment described in the foregoing clauses (A) through (C), a “Reportable Investment”), within a reasonable time prior to such purchase or acquisition, the Administrative Agent shall have received a copy of the executed purchase agreement (or, in the event that the purchase agreement is not being executed until closing, then a substantially complete unexecuted version of the purchase agreement, with the copy of the executed purchase agreement to follow promptly upon closing of such acquisition) for such purchase or acquisition, the anticipated amount to be borrowed in order to consummate such purchase or acquisition, and such other information related to such purchase or acquisition as the Administrative Agent shall reasonably request; (vii) in the case of Investments in a Foreign Subsidiary made pursuant to this Section 7.03(f), the amount of such Investments when aggregated with Investments in Foreign Subsidiaries made pursuant to Section 7.03(c) and Investments made pursuant to Section 7.03(g) shall not exceed $10,000,000 in the aggregate; and (viviii) in the CoBank Equities case of a Reportable Investment, the Parent shall have delivered to the Administrative Agent, at least five Business Days (or such shorter period of time as may be agreed by the Administrative Agent) prior to the date on which any such purchase or other acquisition is to be consummated, a certificate of a Responsible Officer, in form and any substance reasonably satisfactory to the Administrative Agent and the Required Lenders, certifying that the requirements set forth in this clause (f) have been satisfied or will be satisfied on or prior to the consummation of such purchase or other stock or securities ofacquisition; and (g) Investments not otherwise permitted by this Section 7.03 in an amount, or when aggregated with Investments inmade in Foreign Subsidiaries pursuant to Sections 7.03(c) and 7.03(f), CoBank or investment services or programs;not to exceed $10,000,000 in the aggregate.

Investments. The Loan Parties will not permit any Consolidated Party to make any Investments, except for: (ia) held by the Borrower or such Subsidiary in the form Investments consisting of cash and Cash Equivalents,; (iib) made in the ordinary course of business Investments consisting of Uniform Commercial Code Article 3 endorsements for collection accounts receivable created, acquired or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to made by any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory Consolidated Party in the ordinary course of business and capital expenditures incurred payable or dischargeable in accordance with customary trade terms; (c) Investments consisting of Capital Stock, obligations, securities or other property received by any Consolidated Party in settlement of accounts receivable (created in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expendituresbusiness) of such Special Entity, from bankrupt or insolvent obligors; (Bd) consistent with past practices Investments existing as of the BorrowerRestatement Date and set forth in Schedule 7.06; (e) Investments consisting of advances or loans to directors, its Subsidiaries and such Special Entities and (C) either (I) officers, employees, agents, customers or suppliers that do not in excess of exceed $25,000,000 10,000,000 in the aggregate at any one time outstanding outstanding; provided that all such advances must be in compliance with applicable Laws, including, but not limited to, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇; (f) Investments in any Loan Party; (g) Investments consisting of an Acquisition by any Borrower or any Subsidiary of any Borrower, provided that (i) with respect to any Property acquired (or the Property of the Person acquired) that does not constitute timber or timberlands, such Property is (A) used or useful in the same or a similar line of business as the Borrowers and their Subsidiaries were engaged in on the Restatement Date, or any reasonable extension or expansions thereof or (IIB) otherwise made pursuant is ancillary to agreementsthe primary Property acquired (or the Property of the Person acquired), documents (ii) in the case of an Acquisition of the Capital Stock of another Person, the board of directors (or other instruments pursuant comparable governing body) of such other Person shall have duly approved such Acquisition, (iii) the Borrowers shall have delivered to which the Administrative Agent, to the extent the aggregate consideration paid in connection with such Acquisition is equal to or greater than $75,000,000, a Pro Forma Compliance Certificate demonstrating that, upon giving effect to such Acquisition on a Pro Forma Basis, the Loan Parties would be in compliance with the financial covenants set forth in Section 6.10(a) and (b), (iv) the representations and warranties made by the Loan Parties in all Loan Documents shall be true and correct in all material respects at and as if made as of the date of such Acquisition (after giving effect thereto) except to the extent such representations and warranties expressly relate to an earlier date, (v) if such transaction involves the purchase of an interest in a partnership between any Borrower (or a Subsidiary of any Borrower) as a general partner and entities unaffiliated with such Borrower or such Subsidiary as the other partners, such transaction shall have be effected by having such equity interest acquired by a commitment to fund and in respect of which the corporate holding company directly or indirectly wholly-owned by such Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, newly formed for the benefit sole purpose of itself effecting such transaction and the other Lenders(vi) after giving effect to such Acquisition, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date there shall be at least $75,000,000 of any such Investment Availability under this subclause (II) (and subject to an agreement among as defined in) the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Revolving Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (vh) Investments consisting in Construction in Progress, provided that the total Investment in Construction in Progress shall not exceed ten percent (10%) of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practicesTotal Asset Value; and (vii) Investments in Investment Affiliates, provided that the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;total Investment in Investment Affiliates shall not exceed fifteen percent (15%) (valuing each such Investment at GAAP book value of the minority interest held therein by the Consolidated Parties) of Total Asset Value.

Investments. Neither the Borrower nor any of its Subsidiaries shall make Investments in any Person except as permitted by Section 5.06 and except Investments in (i) held by direct obligations of the Borrower or such Subsidiary in the form of cash and Cash Equivalents, United States Government maturing within one year, (ii) certificates of deposit issued by a commercial bank whose credit is satisfactory to the Agent, (iii) commercial paper rated A-1 or the equivalent thereof by Standard & Poor’s Corporation or P-1 or the equivalent thereof by ▇▇▇▇▇’▇ Investors Service, Inc. and in either case maturing within 270 days after the date of acquisition, (iv) Company Owned Restaurants made in the ordinary course of business consisting business, (v) Development Joint Ventures in satisfaction of Uniform Commercial Code Article 3 endorsements for collection the obligations of the Borrower or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customersa Consolidated Subsidiary to such Development Joint Ventures, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (includingbusiness, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and stock or other equity interests of any other stock Person (excluding Investments existing on the Closing Date) provided that the aggregate amount expended, assumed or securities ofincurred by the Borrower and the Subsidiaries of the Borrower in connection with such Investment does not exceed, when aggregated with the total amount expended, assumed or incurred by the Borrower and the Subsidiaries in connection with all such other Investments inunder this Section 5.07(vi), CoBank together with the aggregate outstanding principal amount of the loans and advances made under item (vi) of the definition of Permitted Loans and Advances, ten percent (10%) of Consolidated Net Worth at the time of such Investment, (vii) Investments of the Borrower and its Subsidiaries existing on the Closing Date, (viii) Investments in Permitted Acquisitions, (ix) obligations issued or investment services unconditionally guaranteed by a state or programs;municipality having a rating of AA or better from Standard & Poor’s Corporation or Aa or better from ▇▇▇▇▇’▇ Investors Service, Inc., (x) obligations of a corporation having a rating of AA or better from Standard & Poor’s Corporation or Aa or better from ▇▇▇▇▇’▇ Investors Service, Inc., (xi) money market funds that invest exclusively in the investments described in Subsections 5.07(i), (ii), (iii), (ix), (x) and (xii), and/or (xii) tender bonds the payment of the principal of and interest on which is fully supported by a letter of credit issued by a United States bank whose long-term certificates of deposit are rated at least AA or the equivalent thereof by Standard & Poor’s Corporation and AA or the equivalent thereof by ▇▇▇▇▇’▇ Investors Service, Inc.

Investments. The Borrower will not, nor will it permit any of its Subsidiaries to, make or permit to remain outstanding any Investments except: (a) operating deposit accounts with banks; (b) Permitted Investments; (i) held Investments by the Borrower or such Subsidiary and its Subsidiaries in Capital Stock of Subsidiaries of the form of cash Borrower (other than any Excluded Non-Media Subsidiaries) and Cash Equivalents, (ii) made advances by the Borrower and its Subsidiaries to any of the Subsidiary Guarantors, and advances by any of the Designated SBG Subsidiaries to the Borrower, in the ordinary course of business consisting permitted to be incurred by Section 7.01(c); (d) Investments outstanding on the Fourth Restatement Effective Date (other than Investments permitted under clauses (a), (b) and (c) of Uniform Commercial Code Article 3 endorsements this Section) and identified in Schedule 4.14(b); (e) the acquisition of the Capital Stock of Persons or the formation of Wholly Owned Subsidiaries of the Borrower for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customersthe acquisition of Capital Stock of Persons, resulting in such Persons becoming Wholly Owned Subsidiaries of the Borrower, in each case consistent with past practices,for the purpose of enabling the Borrower and its Subsidiaries to consummate acquisitions permitted by Section 7.04; (iiif) Guarantees by Subsidiary Guarantors of Indebtedness of the Borrower to the extent such guarantees are permitted under Section 7.01; (g) Guarantees permitted under Section 7.01(e); (h) Investments by the Borrower and its Subsidiaries in any Receivables Subsidiary in connection with any Receivables Financing permitted under Section 7.01(f); (including debt obligations i) additional Investments not exceeding $5,000,000 in the aggregate made after the Fourth Restatement Effective Date, provided that no Default shall have occurred and Equity Interestsbe continuing at the time of the making of each such Investment or would result therefrom; (j) received Investments by the Borrower or any of its Subsidiaries not exceeding $13,500,000 in the aggregate with respect to payments required to be made after the Fourth Restatement Effective Date with respect to purchase options in existence on such date relating to the purchase of Stations by the Borrower and its Subsidiaries; provided that no Default shall have occurred and be continuing at the time of the making of each such Investment or would result therefrom; (k) the consummation of the Tender Offer Transactions; (l) the purchase, repurchase, redemption, defeasance, retirement or refinancing in full by the Borrower of the 8% Senior Subordinated Notes with (i) the proceeds of Indebtedness permitted under Section 7.01(j) and (ii) cash on hand in connection with the bankruptcy Specified 8% Notes Refinancing; (m) the purchase, repurchase, redemption, defeasance, retirement or reorganization refinancing in full by the Borrower of suppliers and customers the Holding Company Convertible Debentures with the proceeds of Indebtedness permitted under Section 7.01(j); (n) the purchase, repurchase, redemption, prepayment or in settlement acquisition for value of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only Other Debt to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment permitted under this subclause (IISection 6.13(b) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility immediate retirement or the Revolving Loan Facility, as applicable, on the other hand, regarding such Lienscancellation thereof), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vio) the CoBank Equities and any other stock refinancing of Permitted Second Priority Refinancing Debt, Permitted Senior Unsecured Refinancing Debt or securities of, or Investments in, CoBank or investment services or programs;Permitted Subordinated Refinancing Debt.

Investments. None of FIL, Borrower or any of FIL’s other Subsidiaries shall make any Investment except for the following: (i) held Investments permitted by the Borrower or investment policy of FIL set forth in Schedule 5.02(e) or, if any changes to the investment policy of FIL are hereafter duly approved by the Board of Directors of FIL, in any subsequent investment policy which is the most recent investment policy delivered by FIL to Agent with a certificate of FIL’s chief financial officer to the effect that such Subsidiary investment policy has been duly approved by FIL’s Board of Directors and is then in the form of cash and Cash Equivalents,effect; (ii) made Investments (x) listed in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection Schedule 5.02(e) or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers(y) in Wholly-Owned Subsidiaries, in each case consistent with past practices,existing or committed on the Effective Date; (iii) Investments (including debt obligations received by FIL, Borrower and Equity Interests) received FIL’s other Subsidiaries in connection with the bankruptcy or reorganization of customers and suppliers and customers or in settlement of delinquent obligations of, or and other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss,business; (iv) in any Special EntityInvestments by FIL, so long as Borrower, the Material Subsidiaries and the Guarantors directly or indirectly in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000other; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit loans to employees and officers for travel, housing, relocation and other similar expenses incurred in the ordinary course of business business; (vi) Investments of FIL, Borrower and consistent FIL’s other Subsidiaries in interest rate protection, currency swap and foreign exchange arrangements, provided that all such arrangements are entered into in connection with past practicesbona fide hedging operations and not for speculation; (vii) Deposit accounts; (viii) Investments permitted by Subparagraph 5.02(d); (ix) Other Investments, provided that: (A) No Default has occurred and is continuing on the date of, or will result after giving effect to, any such Investment; and (viB) The aggregate consideration paid by FIL, Borrower and FIL’s other Subsidiaries for all such Investments pursuant to this clause (ix) in any fiscal year (without duplication) does not exceed the CoBank Equities sum of (1) ten percent (10%) of the total assets of FIL and its Subsidiaries at the end of the immediately preceding fiscal quarter, plus (2) seventy-five percent (75%) of the Net Proceeds received from the issuance by FIL of any other stock Equity Securities of the type described in clause (a) of the definition of “Equity Securities” during calendar year 2001 or securities of, or Investments in, CoBank or investment services or programs;thereafter.

Investments. Make any Investments, except: (ia) Investments held by the Borrower Holdings or such any Subsidiary in the form of cash and or Cash Equivalents,; (b) Investments existing as of the Closing Date and set forth in Schedule 8.02; (c) Investments (i) in any Person that is a Loan Party, (ii) by Holdings and its wholly-owned Domestic Subsidiaries in and to Holdings and its wholly-owned Domestic Subsidiaries, (iii) by any Domestic Subsidiary that is not a Guarantor or any Foreign Subsidiary in Holdings or any Subsidiary, foreign or domestic and (iv) by any Loan Party in and to any Domestic Subsidiary that is not a Guarantor, any Foreign Subsidiary or any joint venture to the extent permitted by Section 8.02(g); (d) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary in order to prevent or limit loss; (e) Guarantees permitted by Section 8.03; (f) Permitted Acquisitions; (g) Investments made after the Closing Date in (i) Domestic Subsidiaries that are not Guarantors, (ii) Foreign Subsidiaries and (iii) joint ventures; provided, however, that the aggregate amount of all such Investments (on a cost basis but net of principal returns made to any Loan Party) made by Loan Parties pursuant to this clause (g) shall not exceed the positive difference, if any, of (1) an amount equal to the greater of (A) ten percent (10%) of Consolidated Total Assets and (B) $150,000,000 and (2) the aggregate Net Cash proceeds used from the Closing Date to the date of such Investment to make Investments pursuant to this clause (g); provided, however, that after giving effect thereto in any such case, (A) the Consolidated Net Secured Leverage Ratio shall be less than 2.25:1.0 on a Pro Forma Basis and (B) Holdings and its Subsidiaries will have minimum Liquidity of not less than $50,000,000; (h) to the extent not prohibited by applicable Law, loans or advances to officers, directors and employees of Holdings and its Subsidiaries made in the ordinary course of business, (i) for travel, entertainment, relocation and other ordinary business consisting purposes, (ii) so long as no Default or Event of Uniform Commercial Code Article 3 endorsements for collection or deposit Default has occurred and Uniform Commercial Code Article 4 customary trade arrangements with customersis continuing, in each case consistent connection with past practices,such Person’s purchase of Capital Stock and Capital Stock Equivalents of Holdings in an aggregate principal amount not to exceed $10,000,000 and (iii) for purposes not described in the foregoing clauses (i) and (ii), in an aggregate principal amount outstanding at any time under this clause (iii) not to exceed $5,000,000; (iiii) Investments by Foreign Subsidiaries in Holdings and any of its Subsidiaries (including other Foreign Subsidiaries); (j) Investments made as part of Securitization Transaction permitted pursuant to Section 8.03(i); (k) Investments representing non-cash consideration received in connection with any Disposition permitted hereunder; (l) Investments by any Foreign Subsidiary in any joint venture outside of the United States; (m) Investments in Swap Contracts permitted under Section 8.03; (n) Investments (including debt obligations obligations, Capital Stock and Equity InterestsCapital Stock Equivalents) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss,; (ivo) in any Special Entity, so long as in each case such Investments are (A) made advances of payroll payments to employees in the ordinary course of business to fund operating expenses business; (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only p) Investments to the extent they are Ordinary that payment for such Investments is made solely with Capital ExpendituresStock and Capital Stock Equivalents of Holdings; (q) Investments made to repurchase or retire Capital Stock and Capital Stock Equivalents of such Special Entity, Holdings owned by any employee stock ownership plan or key employee stock ownership plan of Holdings; (Br) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 other Investments in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have on a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens)cost basis, but in no event shall net of principal returns) not to exceed an amount equal to the sum of (i) $75,000,000 plus (ii) the amount available for distribution under Section 8.06(g) without giving effect to Section 8.06(g)(iii) minus (iv) the aggregate amount of all Investments Restricted Payments made under this subclause (II) exceed after the Closing Date pursuant to Section 8.06(g); provided, however, that after giving effect thereto in any such case, Holdings and its Subsidiaries will have minimum Liquidity of not less than $50,000,000;50,000,000 and (vs) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business Liens, Indebtedness, fundamental changes, Dispositions and consistent with past practices; and (vi) the CoBank Equities Restricted Payments permitted under Sections 8.01, 8.03, 8.04, 8.05 and any other stock or securities of8.06, or Investments in, CoBank or investment services or programs;respectively.

Investments. The Borrowers and the Subsidiary Guarantors shall not, nor shall they permit any of their Subsidiaries to make or own any Investment in any Person except: (a) Cash or Cash Equivalents; (b) (i) held by equity Investments owned as of the Borrower or such Closing Date in any Subsidiary and (ii) Investments made after the Closing Date in the form of cash Subsidiaries that are Loan Parties; (c) Investments (i) constituting deposits, prepayments and Cash Equivalents, other credits to suppliers, (ii) made in connection with obtaining, maintaining or renewing client and customer contracts and (iii) in the ordinary course form of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit advances made to distributors, suppliers, licensors and Uniform Commercial Code Article 4 customary trade arrangements with customerslicensees, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations ofcase, or other disputes with, customers and suppliers arising in the ordinary course of business business; (d) Investments (i) by any Subsidiary that is not a Loan Party in any other Subsidiary that is not a Loan Party and (ii) by either Borrower or upon any Subsidiary Guarantor in any Subsidiary that is not a Loan Party so long as, in the foreclosure case of this clause (ii), the aggregate amount of any such Investments outstanding at any time does not exceed $1,000,000; (e) Investments in any Subsidiary in respect of netting services, overdraft protections, automated clearing-house arrangements, employee credit card programs and similar arrangements and otherwise in connection with Cash management and Deposit Accounts, including, for the avoidance of doubt, to the extent constituting Investments, intercompany obligations of the Loan Parties or any of their Subsidiaries in connection with Cash management operations with respect to any secured Investment or other transfer of title with respect to any secured Investmentsuch Subsidiaries, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) practice and consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and Approved Budget (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Lienspermitted variances), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (vf) Investments existing on, or contractually committed to as of, the Closing Date and described in Schedule 6.07 and any modification, replacement, renewal or extension thereof so long as any such modification, renewal or extension thereof does not increase the amount of such Investment except by the terms thereof or as otherwise permitted by this Section 6.07; (g) Investments received in lieu of Cash in connection with any asset sale permitted by Section 6.08; (h) [Reserved]; (i) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business; (j) Investments consisting of Indebtedness permitted under Section 6.01 (other than Indebtedness permitted under Sections 6.01(b) and (h)), Permitted Liens and mergers, consolidations or asset sales or dispositions permitted by Section 6.08 (other than Section 6.08(a) (if made in reliance on sub-clause (ii)(y)), Section 6.08(b) (if made in reliance on clause (ii)) and Section 6.08(c)(i) (if made in reliance on the proviso therein) and Section 6.08(g)); (k) Investments in the ordinary course of business consisting of endorsements for collection or deposit and customary trade arrangements with customers; (l) Investments (including debt obligations and Capital Stock) received (i) in connection with the bankruptcy or reorganization of any Person (other than a Subsidiary), (ii) in settlement of delinquent obligations of, or other disputes with, customers, suppliers and other financially troubled account debtors arising in the ordinary course of business and/or (iii) upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment; (m) Subject to Section 6.19, if applicable, loans and advances of payroll payments or other compensation to employees, officers, directors, consultants or independent contractors of any Holding Company (to the extent attributable to the ownership or operation of the Borrower Agent and its Subsidiaries), the Borrower Agent or any Subsidiary in the ordinary course of business; (n) [Reserved]; (o) [Reserved]; (p) [Reserved]; (q) Investments made after the date hereof by the Borrower Agent and its Subsidiaries in an aggregate principal amount at any time outstanding not to exceed $1,000,000; (r) To the extent constituting an Investment, payments made after the date hereof by the Borrower Agent and its Subsidiaries pursuant to Section 6.22(a), (c) and (d); (s) Guarantees of leases (other than Capital Leases) or of other obligations not constituting Indebtedness, in each case in the ordinary course of business consistent with past practicespractice; (t) Investments in Holdings in amounts and for purposes for which Restricted Payments to Holdings are permitted under Section 6.05(a); provided that any such Investments made as provided above in lieu of such Restricted Payments shall reduce availability under any applicable Restricted Payment basket under Section 6.05(a); (u) [Reserved]; (v) Investments under any Derivative Transactions permitted to be entered into under Section 6.01; and (viw) loans or advances in favor of franchisees of the CoBank Equities Borrowers and their respective Subsidiaries made in the ordinary course of business in accordance with the Approved Budget and in an aggregate principal amount not to exceed $1,250,000 at any other stock or securities of, or Investments in, CoBank or investment services or programs;one time outstanding.

Investments. Make any Investments, except: (ia) Investments held by the Borrower or such Subsidiary in the form of cash and Cash Equivalents,; (iib) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit advances to officers, directors and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices employees of the Borrower, its Borrower and Subsidiaries and such Special Entities and (C) either (I) in an aggregate amount not in excess of to exceed $25,000,000 in the aggregate 500,000 at any time outstanding outstanding, for travel, entertainment, relocation and analogous ordinary business purposes; (c) Investments of the Borrower in any now existing or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which hereafter acquired wholly-owned Subsidiary and Investments of any Subsidiary in the Borrower or such Subsidiary shall have a commitment to fund and in respect of which another now existing or hereafter acquired wholly-owned Subsidiary; provided, however, that (i) in the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date case of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one handInvestments in Lariat, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments such Investment shall not exceed (x) $1,000,000 less (y) the aggregate amount of Restricted Payments made under to Lariat pursuant to Section 7.06(a) and (ii) in the case of an Investment constituting the acquisition from a third party of a Person which thereby becomes a wholly-owned Subsidiary, such Investment is permitted pursuant to another clause of this subclause (II) exceed $50,000,000Section 7.02; (vd) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary in order to prevent or limit loss; (e) Investments in Oil and Gas Properties (or in Persons substantially all of whose assets consist of Oil and Gas Properties and which become wholly-owned Subsidiaries pursuant to such Investment); (f) Guarantees permitted by Section 7.03; (g) Investments received in connection with bankruptcy or reorganization of, or settlement of delinquent accounts and disputes with, customers and suppliers, in each case in the ordinary course of business; (h) Investments (including, without limitation, capital contributions) in general or limited partnerships or other types of entities (each a “venture”) entered into by the Borrower or a Subsidiary with others in the ordinary course of business; provided that (i) any such venture is engaged exclusively in oil and gas exploration, development, production, processing and related activities, including transportation, (ii) the interest in such venture is acquired in the ordinary course of business and consistent with past practiceson fair and reasonable terms and (iii) the aggregate net amount of such Investments after the date hereof does not exceed $10,000,000; (i) Investments in SageBrush Pipeline LLC in an aggregate amount not exceeding $7,500,000; and (vij) other Investments not exceeding $5,000,000 in the CoBank Equities and aggregate in any other stock or securities of, or Investments in, CoBank or investment services or programs;fiscal year of the Borrower.

Investments. Make any Investments, except: (ia) held by the Borrower or such Subsidiary Investments in the form of cash and or Cash Equivalents, (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection Equivalents or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000that were Cash Equivalents when made; (vb) Investments existing as of the Closing Date and set forth in Schedule 8.02; (c) Investments in any Person that (i) is a Loan Party prior to giving effect to such Investment or (y) simultaneously with such Investment shall become a Loan Party in accordance with the terms hereof; (d) Investments in any Domestic Subsidiary; (e) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary in order to prevent or limit loss; (f) Investments consisting of the non-cash portion of consideration received in connection with Dispositions permitted pursuant to Section 8.05; (g) Guarantees permitted by Section 8.03; (h) Investments in an aggregate amount outstanding at the time of, and immediately after giving effect to, such Investment not to exceed the greater of (i) $200,000,000 and (ii) 3.0% of Consolidated Total Assets as of the end of the Applicable Period; (i) Investments by any Foreign Subsidiary in another Foreign Subsidiary; (j) travel, relocation, tuition reimbursement, 401(k) account transition and other advances made to officers, directors and employees in the ordinary course of the business to the extent such advances do not violate applicable Law; (k) Call Options and purchases of Equity Interests of the Borrower pursuant thereto; (l) Subsidiaries of the Borrower may be established or created, if (i) to the extent such new Subsidiary is a Domestic Subsidiary, the Borrower and such Subsidiary comply with the provisions of Section 7.12, if applicable; provided that, in each case, to the extent such new Subsidiary is created solely for the purpose of consummating a merger transaction pursuant to an acquisition permitted by Section 8.04, and such new Subsidiary at no time holds any assets or liabilities other than any merger consideration contributed to it contemporaneously with the closing of such merger transactions, such new Subsidiary shall not be required to take the actions, set forth in Section 7.12 or 7.13, as applicable, until the respective acquisition is consummated (at which time the surviving entity of the respective merger transaction shall be required to so comply within ten Business Days or such longer period as the Administrative Agent shall agree); (m) Investments resulting from pledges and deposits referred to in Section 8.03; (n) any Investment in a Foreign Subsidiary to the extent such Investment is substantially contemporaneously repaid in full with a dividend or other distribution from such Foreign Subsidiary; (o) Investments in the Borrower’s Group Executive Retirement Plan (the Supplemental Savings Plan) maintained in a Rabbi Trust consistent with past practices; (p) the transfer of Permitted Factoring Property to an SPV immediately prior to the sale of such Permitted Factoring Property in Permitted Factoring Transactions and other de minimis Investments in connection with the creation of any such SPV; and (viq) other Investments (including Permitted Acquisitions) not permitted by the CoBank Equities foregoing clauses, provided that (i) if no Event of Default shall exist or result therefrom at the time of the making of such Investment and any other stock or securities of(y) immediately after giving effect thereto, or Investments inon a Pro Forma Basis, CoBank or investment services or programs;the Consolidated Total Net Leverage Ratio shall not exceed 5.00:1.00 as of the end of the Applicable Period.

Investments. Directly or indirectly, make or own any Investment in any Person, including any Joint Venture, except: (a) Investments in Cash and Cash Equivalents; (b) equity Investments owned as of the Closing Date in any Subsidiary and any Joint Venture and Investments made after the Closing Date in the Borrower and any Wholly-Owned Subsidiary Guarantor; (c) Investments (i) held by the Borrower in any Securities received in satisfaction or such Subsidiary in the form of cash partial satisfaction thereof from financially troubled account debtors and Cash Equivalents, (ii) deposits, prepayments and other credits to suppliers made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the BorrowerLoan Parties and their Subsidiaries; (d) intercompany loans to the extent permitted under Section 6.01(b) and other Investments in Joint Ventures and Subsidiaries which are not Wholly-Owned Subsidiary Guarantors, its provided that such Investments (including through intercompany loans and any Permitted Acquisition) in Joint Ventures and Subsidiaries and such Special Entities and (C) either (I) other than Wholly-Owned Subsidiary Guarantors shall not in excess of $25,000,000 in the aggregate exceed at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000;25,000,000. (ve) Investments consisting of extensions Consolidated Capital Expenditures with respect to the Borrower and the Guarantors permitted by Section 6.07(c); (f) loans and advances to employees of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit Holdings and its Subsidiaries made in the ordinary course of business in an aggregate principal amount not to exceed $1,000,000; (g) Permitted Acquisitions and consistent with past practicesthe Related Acquisitions permitted pursuant to Section 6.08; (h) Investments described in Schedule 6.06; (i) Investments consisting of Hedge Agreements; and (vij) other Investments in an aggregate amount not to exceed $10,000,000 plus, if the CoBank Equities and Leverage Ratio is less than or equal to 3.65:1.00, the then Available Amount during the term of this Agreement. Notwithstanding the foregoing, in no event shall any other stock Loan Party make any Investment which results in or securities of, or Investments in, CoBank or investment services or programs;facilitates in any manner any Restricted Junior Payment not otherwise permitted under the terms of Section 6.04.

Investments. The Loan Parties will not, and will not permit any of their Subsidiaries to, directly or indirectly, at any time make or hold any Investment in any Person (iwhether in cash, securities or other property of any kind) held by except the Borrower following (collectively, the “Permitted Investments”): (a) Investments existing on, or such Subsidiary contractually committed as of, the Closing Date and set forth on Schedule 8.10; (b) Investments in the form of digital currency, Digital Currency or cash and Cash Equivalents,; (c) Guarantees by the Loan Parties and their Subsidiaries constituting Indebtedness permitted by Section 8.1; provided that the aggregate principal amount of Indebtedness of Subsidiaries that are not Loan Parties that is guaranteed by any Loan Party shall be subject to the applicable limitations set forth in Section 8.1; (d) loans or advances to employees, officers or directors of the Loan Parties or any of their Subsidiaries in the ordinary course of business for travel, relocation and related expenses; provided that the aggregate amount of all such loans and advances does not exceed $100,000 at any time outstanding; (e) Permitted Hedging Agreements; (f) Investments in Loan Parties; (g) Permitted Intercompany Advances; (h) Investments (i) in any Equity Interests received in satisfaction or partial satisfaction thereof from financially troubled account debtors, and (ii) deposits, prepayments, and other credits in connection with the purchase price of goods or services made in the ordinary course of business; (i) Investments in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements negotiable instruments for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices,deposit; (iiij) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising amounts due to a Loan Party effected in the ordinary course of business or owing to such Loan Party as a result of Insolvency Events involving an account debtor or upon the foreclosure with respect to or enforcement of any secured Investment or other transfer Lien in favor of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss,such Loan Party; (ivk) Permitted Acquisitions; (l) [reserved]; (m) Investments by any Loan Party in any Special Entity, Subsidiary that is not a Loan Party so long as in each case such Investments are Investment is to finance (Ai) made tax and corporate maintenance obligations in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entitybusiness, (Bii) consistent with past practices payment of utility bills for property owned or leased by such Subsidiary that supports the businesses of the BorrowerLoan Parties, its Subsidiaries and (iii) payment of the security guards for any such Special Entities property owned or leased by such Subsidiary, and (Civ) either other expenses in an aggregate amount not to exceed $75,000 per year; (In) not in excess of $25,000,000 other Investments which in the aggregate do not exceed $5,000,000 in any fiscal year; or (o) Investments in joint ventures which in the aggregate do not exceed $25,000,000 at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;outstanding.

Investments. The Borrower shall not, either directly or indirectly, make or have outstanding any Investment, except: (a) contributions by the Borrower to the capital of any Subsidiary or Guarantor which has granted a first perfected security interest in all of its assets in favor of the Bank, or by any Subsidiary to the capital of any other domestic Wholly-Owned Subsidiary; (b) Investments constituting Debt permitted by Section 9.1; (c) Cash Equivalent Investments with the first Five Million and 00/100 Dollars ($5,000,000.00) Borrower has to be held at the Bank; (d) Payroll accounts and certain other accounts held at other banking institutions not to exceed an aggregate amount of Two Hundred Thousand and 00/100 Dollars ($200,000.00); (e) Investments in securities of Account Debtors received pursuant to any plan of reorganization or similar arrangement upon the bankruptcy or insolvency of such account debtors; (f) Investments in any Subsidiary, Affiliate or third party entity, which is not either (a) Born Heaters Canada or (b) a Guarantor, shall be limited to an aggregate amount of Twelve Million and 00/100 Dollars ($12,000,000.00) as reported on the balance sheet of the Borrower. For purposes of this Section 9.3(f), Section 9.3(g) and Section 9.3(h) hereof, investments shall include accounts receivable, loans, guarantees, letters of credit or any contingent liability used to support obligations, equity investments or advances; (g) Using the definition of investments set forth in Section 9.3(f) hereof, investments in Born Heaters Canada (subject to the pledge of the assets of Born Heaters Canada to the Bank per Section 3.2(a)(i) hereof) or any Guarantor. (h) Subject to the aggregate limitations set forth in Section 9.3(f) hereof and using the definition of investments set forth in Section 9.3(f) hereof, investments in ARB ECUADOR shall be limited to Six Million and 00/100 Dollars ($6,000,000.00); investments, in ARB ARENDAL shall be limited to Eight Million and 00/100 Dollars ($8,000,000.00); and investments in any new foreign entity created after the Closing shall be limited to Five Million and 00/100 Dollars ($5,000,000.00); (i) Excess Cash to be invested in instruments rated at least A-l by Standard & Poor’s Ratings Services, a division of The ▇▇▇▇▇▇-▇▇▇▇ Companies, Inc. or P-l by ▇▇▇▇▇’▇ Investors Service, Inc.; and (j) Advances and/or loans to employees or shareholders up to Five Hundred Thousand and 00/100 Dollars ($500,000.00). provided, however, that (i) any Investment which when made complies with the requirements of the definition of the term “Cash Equivalent Investment” may continue to be held by the Borrower or notwithstanding that such Subsidiary in the form of cash Investment if made thereafter would not comply with such requirements; and Cash Equivalents, (ii) no Investment otherwise permitted by subsections (b) or (c) shall be permitted to be made in if, immediately before or after giving effect thereto, any Event of Default or Unmatured Event of Default exists. If any Event of Default or Unmatured Event of Default exists, then the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iiiBorrower must return Excess Cash invested pursuant to Section 9.3(i) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate Bank at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;Bank.

Investments. The Loan Parties will not, and will not permit any of their Subsidiaries to, directly or indirectly, at any time make or hold any Investment in any Person (whether in cash, securities or other property of any kind) except the following (collectively, the “Permitted Investments”): (i) held by Investments existing on, or contractually committed as of, the Borrower or such Subsidiary date hereof and set forth on Schedule 8.11; (ii) Investments in the form of cash and Cash Equivalents,; (iiiii) Guarantees by the Borrowers and their Subsidiaries constituting Indebtedness permitted by Section 8.1; provided that the aggregate principal amount of Indebtedness of Subsidiaries that are not Loan Parties that is guaranteed by any Loan Party shall be subject to the limitation set forth in clause (iv) of this Section; (iv) (a) subject to compliance with Section 7.20, Investments made by TTD to consummate the Post-Closing Restructuring, and (b) other Investments made by the Borrowers in or to any Subsidiary and by any Subsidiary to any Borrower or in or to another Subsidiary; provided that the aggregate amount of such other Investments by the Loan Parties in or to, and guarantees by the Loan Parties of Indebtedness of, any Subsidiary that is not a Loan Party (for the avoidance of doubt, not including (x) any such Investments and guarantees existing on the Closing Date or (y) the Post-Closing Restructuring) shall not exceed $10,000,000 at any time outstanding; (v) loans or advances to employees, officers or directors of the Borrowers or any of their Subsidiaries in the ordinary course of business for travel, relocation and related expenses; provided that the aggregate amount of all such loans and advances does not exceed $500,000 at any time outstanding; (vi) Permitted Hedging Agreements; (vii) Permitted Acquisitions; (viii) 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 or upon the foreclosure with respect to any secured Investment; (ix) promissory notes and other non-cash consideration that is permitted to be received in connection with dispositions permitted by Section 8.5; (x) Guarantees by the Borrowers or any of their Subsidiaries of leases (other than Capitalized Lease Obligations) or of other obligations of any Person that do not constitute Indebtedness, in each case entered into in the ordinary course of business; (xi) Investments acquired as a result of a foreclosure by the Borrowers or any Subsidiary with respect to any secured Investments or other transfer of title with respect to any secured Investment in default; (xii) Investments resulting from pledges and deposits that are Permitted Liens; (xiii) Investments consisting of the redemption, purchase, repurchase or retirement of any Equity Interests permitted under Section 8.10; (xiv) Investments in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers; (xv) advances in the form of a prepayment of expenses, so long as such expenses are being paid in accordance with customary trade terms of the Borrowers and their Subsidiaries; (xvi) purchases or acquisitions of inventory, supplies, materials and equipment or purchases or acquisitions of contract rights or intellectual property in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000business; (vxvii) Investments consisting of extensions the licensing of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practicesIntellectual Property pursuant to any Intercompany License Agreement; and (vixviii) other Investments which in the CoBank Equities and aggregate do not exceed $750,000 in any other stock or securities of, or Investments in, CoBank or investment services or programs;fiscal year.

Investments. Not, and not suffer or permit any Loan Party or any other Subsidiary to, make or permit to exist, any Investment in any other Person, except the following: (a) Investments (i) held by between or among the Borrower or such Subsidiary in and the form of cash and Cash Equivalents, Loan Parties that are Wholly-Owned Subsidiaries; (ii) made by Subsidiaries that are not Loan Parties in Loan Parties; provided that such Investments permitted by this clause (ii) shall be limited to unsecured Debt subordinated in right of payment to the ordinary course payment in full of business consisting the Obligations pursuant to the terms of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, a subordination agreement acceptable to Agent; (iii) Investments (including debt obligations by Subsidiaries that are not Loan Parties in Subsidiaries that are not Loan Parties; and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made by Holdings in the ordinary course of business to fund operating expenses Borrower (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expendituresb) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such LiensInvestments constituting Debt permitted by Section 7.1(c), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (vc) Contingent Obligations constituting Debt permitted by Section 7.1; (d) Cash and Cash Equivalent Investments; (e) Investments consisting existing as of the Closing Date and set forth in Section 7.10 of the Disclosure Letter; (f) extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business; (g) notes payable, or stock or other securities issued by an account debtor pursuant to settlement in the ordinary course of business of such account debtor’s accounts receivable owing to Holdings or its Subsidiaries; (h) Investments consisting of non-cash loans to employees, officers, directors or consultants for the purpose of purchasing Capital Stock of Holdings so long as the proceeds of such loans are used entirely to pay the purchase price of such Capital Stock; (i) Investments consisting of loans or advances to employees, officers and consistent with past practicesdirectors of a Loan Party for reasonable travel and entertainment expenses and reasonable relocation costs and expenses and other ordinary business purposes; provided, however, that the aggregate outstanding principal amount of all loans permitted pursuant to this clause (i) shall not exceed $250,000 at any time; and (vij) the CoBank Equities and other Investments in an aggregate amount not to exceed $250,000 at any other stock or securities of, or Investments in, CoBank or investment services or programs;time outstanding.

Investments. (i) held by the Borrower will not, and will not permit any of its Subsidiaries to, make, directly or such Subsidiary in the form of cash and Cash Equivalents,indirectly, or permit to remain outstanding any Investments except: (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iiia) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following on the date of any such Investment under this subclause (II) (hereof and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but identified in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000Schedule 9.05; (vb) Investments consisting of operating deposit accounts with banks; (c) extensions of credit in the nature of accounts receivable or notes receivable arising from the grant sales of trade credit goods or services in the ordinary course of business business, and consistent Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary in order to prevent or limit loss; (d) Permitted Cash Equivalent Investments; (e) Investments by Borrower and the Subsidiary Guarantors in Borrower’s wholly-owned Subsidiary Guarantors (for greater certainty, Borrower shall not be permitted to have any direct or indirect Subsidiaries that are not wholly-owned Subsidiaries); (f) Hedging Agreements entered into in the ordinary course of Borrower’s financial planning solely to hedge currency risks (and not for speculative purposes) and in an aggregate notional amount for all such Hedging Agreements not in excess of $1,500,000 (or the Equivalent Amount in other currencies); (g) Investments consisting of security deposits with past practicesutilities and other like Persons made in the ordinary course of business; (h) Investments consisting of employee loans, travel advances and guarantees in accordance with Borrower’s usual and customary practices with respect thereto (if permitted by applicable law) which in the aggregate shall not exceed $500,000 outstanding at any time (or the Equivalent Amount in other currencies); (i) Investments received in connection with any Insolvency Proceedings in respect of any customers, suppliers or clients and in settlement of delinquent obligations of, and other disputes with, customers, suppliers or clients; (j) Permitted Acquisitions; (k) Investments permitted pursuant to Section 9.03; (l) Indebtedness permitted by Section 9.01; and (vim) other Investments not exceeding $100,000 individually or $500,000 in the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;aggregate.

Investments. (i) held by the Borrower or such Subsidiary in the form of cash and Cash Equivalents, (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit AgreementRevolving Loan Facility, the Parent Term Loan U.S. Cellular Revolving Facility or the Revolving U.S. Cellular Term Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;

Investments. The Loan Parties will not, and will not permit any of their Subsidiaries to, directly or indirectly, at any time make or hold any Investment in any Person (iwhether in cash, securities or other property of any kind) held by except the Borrower following (collectively, the “Permitted Investments”): (a) Investments existing on, or such Subsidiary contractually committed as of, the Closing Date and set forth on Schedule 8.10; (b) Investments in the form of digital currency, Digital Currency or cash and Cash Equivalents,; (c) Guarantees by the Loan Parties and their Subsidiaries constituting Indebtedness permitted by Section 8.1; provided that the aggregate principal amount of Indebtedness of Subsidiaries that are not Loan Parties that is guaranteed by any Loan Party shall be subject to the applicable limitations set forth in Section 8.1; (d) loans or advances to employees, officers or directors of the Loan Parties or any of their Subsidiaries in the ordinary course of business for travel, relocation and related expenses; provided that the aggregate amount of all such loans and advances does not exceed $100,000 at any time outstanding; (e) Permitted Hedging Agreements; (f) Investments in Loan Parties; (g) Permitted Intercompany Advances; (h) Investments (i) in any Equity Interests received in satisfaction or partial satisfaction thereof from financially troubled account debtors, and (ii) deposits, prepayments, and other credits in connection with the purchase price of goods or services made in the ordinary course of business; (i) Investments in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements negotiable instruments for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices,deposit; (iiij) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising amounts due to a Loan Party effected in the ordinary course of business or owing to such Loan Party as a result of Insolvency Events involving an account debtor or upon the foreclosure with respect to or enforcement of any secured Investment or other transfer of title with respect to any secured Investment, Lien in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) favor of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000Party; (vk) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; andPermitted Acquisitions; (vi1) the CoBank Equities Any other Investments made by any Loan Party or any of their Subsidiaries as long as both before and any other stock after giving pro forma effect to such Investment, no Default or securities of, or Investments in, CoBank or investment services or programsEvent of Default has occurred and is continuing;

Investments. Make or hold any Investments, except: (ia) Investments held by the Borrower or such Subsidiary and its Subsidiaries in the form of cash Cash Equivalents and Cash Equivalents,auction rate securities; (b) advances to officers, directors and employees of the Borrower and Subsidiaries in an aggregate amount not to exceed $250,000 at any time outstanding, for travel, entertainment, relocation and analogous ordinary business purposes; (i) Investments by the Borrower and its Subsidiaries in their respective Subsidiaries outstanding on the date hereof, (ii) additional Investments by the Borrower and its Subsidiaries in Loan Parties, (iii) additional Investments by the Borrower and its Subsidiaries in Subsidiaries that are not Loan Parties so long as (x) at the time of any such Investment each of the Payment Conditions are satisfied and (y) such Investment is made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case is consistent with past practices, practice, and (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices by Subsidiaries of the Borrower, its Borrower that are not Loan Parties in other Subsidiaries and such Special Entities and (C) either (I) that are not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000Parties; (vd) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary in order to prevent or limit loss; (e) Investments in negotiable instruments deposited or to be deposited for collection in the ordinary course of business; (f) transfer pricing arrangements among any of the Loan Parties on the one hand and any Subsidiary of the Borrower that is not organized under the laws of any political subdivision of the United States on the other hand entered in the ordinary course of business and consistent with past practicespractice and on less favorable terms than those that the Loan Parties can obtain from a third party; (g) Guarantees permitted by Section 7.02; (h) Investments existing on the date hereof (other than those referred to in Section 7.03(c)(i)) and set forth on Schedule 5.08(e); and (vii) other Investments approved by the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;Required Lenders.

Investments. No Loan Party nor any Subsidiary of a Loan Party shall make Investments in any Person except as permitted by Sections 5.08 and 5.11(i) through (iii) and except (i) held by the Borrower or such Subsidiary Investments in the form of cash Cash and Cash Equivalents, , (ii) Investments not constituting loans or advances in the Capital Securities of their respective Subsidiaries and equity investments as set forth on Schedule 4.24, (iii) Investments in Portfolio Investments made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection consistently with the bankruptcy Investment Policies, (iv) Capital Securities in (or reorganization of suppliers and customers capital contributions to) Structured Subsidiaries acquired or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in created after the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only Closing Date to the extent reasonably necessary in order to prevent or limit loss, not prohibited by Section 5.17, (ivv) in Investments by any Special Entity, Structured Subsidiary (so long as in each case such Investments are (A) made the Borrower has complied with its obligation to deliver the certificate of designation described in the ordinary course definition of business to fund operating expenses “Structured Subsidiary”) and (includingvi) Investments in Loan Fund Joint Ventures so long as, without limitation, purchases of inventory in the ordinary course case of business each Loan Fund Joint Venture, after giving effect to any such Investment, no Default or Event of Default exists and capital expenditures incurred in the ordinary course aggregate outstanding principal amount of business consistent with past practices but only to all Revolver Advances does not exceed the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices lesser of the Borrower, its Subsidiaries Borrowing Base and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request amount of the Administrative Agent, use commercially reasonable efforts to cause Revolver Commitments of all of the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall provided that the aggregate amount of all such Investments made under this subclause (II) in Loan Fund Joint Ventures shall not exceed $50,000,000; 100,000,000 unless immediately after giving effect to any such Investment in excess of $100,000,000, the Consolidated Tangible Net Worth is at least 125% of the amount required to be maintained under Section 5.07 (v) Investments consisting and in determining Consolidated Tangible Net Worth for this purpose, the value of extensions the Capital Securities issued by the Loan Fund Joint Ventures shall be disregarded). For the purpose of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and clause (vi) above, a Loan Party may make an Investment in a Loan Fund Joint Venture to fulfill an obligation under a capital call commitment to the CoBank Equities and any other stock extent that either (x) the amount of such Investment is permitted under clause (vi) at the time that the Investment is made in cash or securities of, or Investments in, CoBank or investment services or programs;(y) the amount of such Investment would have been permitted under clause (vi) at the time that the capital call commitment was entered into had the Investment been made in cash at such time.

Investments. (i) held by the Borrower or such Subsidiary in the form of cash and Cash Equivalents, (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit AgreementRevolving Loan Facility, the Parent Term U.S. Cellular Revolving Loan Facility or the Revolving U.S. Cellular Term Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;

Investments. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, make or own any Investment in any Person, including any joint venture and any Foreign Subsidiary, except (subject to Section 8.12): (a) Investments in cash and Cash Equivalents and deposit accounts or securities accounts in connection therewith; (b) equity Investments owned as of the Sixth Amendment Effective Date in any Subsidiary; (i) held Investments by the Borrower or such (A) any Credit Party in any other Credit Party; and (B) any Non-Guarantor Subsidiary in the form of cash and Cash Equivalents, any other Non-Guarantor Subsidiary, (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit Permitted Non-Credit Party Investments, and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received any Non-Guarantor Subsidiary in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only Credit Party to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) constituting Indebtedness of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such LiensParty permitted by Section 8.1(e)(ii), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (vd) Investments existing on the Sixth Amendment Effective Date and described on Schedule 8.5; (e) Investments constituting Swap Agreements permitted by Section 8.1(f); (f) Permitted Acquisitions; (g) Guarantees constituting Indebtedness permitted by Section 8.1(d); (h) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business business, and consistent with past practices; andinvestments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary in order to prevent or limit loss; (vii) Investments consisting of loans and advances to directors, officers, members of management or employees of the CoBank Equities Borrower and its Subsidiaries made in the ordinary course of business (including any refinancings or such loans), in an aggregate amount not to exceed $1,000,000 at any time outstanding; (j) advances of payroll payments to employees in the ordinary course of business; (k) promissory notes and other stock or securities of, or Investments in, CoBank or investment services or programsnoncash consideration received in connection with Dispositions permitted pursuant to Section 8.9 (subject to the proviso set forth therein) (l) deposits of cash made in the ordinary course of business to secure performance of operating leases;

Investments. Make any Investments in any Person, except: (ia) Investments held by the Borrower or such Subsidiary in the form of cash and or Cash Equivalents,; (iib) Investments made prior to the Closing Date, and to the extent any individual investment exceeds $5,000,000, as set forth in Schedule 7.02; (c) advances to directors, officers, employees and consultants of the Borrower or any other Subsidiary for payroll, travel and to cover similar matters, each of which is expected at the time of such advance to be treated as an expense for accounting purposes and that are made in the ordinary course of business consisting and loans to directors, officers, employees and consultants of Uniform Commercial Code Article 3 endorsements for collection the Borrower or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising any Subsidiary Guarantor in the ordinary course of business as presently conducted, such advances and loans in an aggregate principal amount not to exceed $5,000,000 in the aggregate at any one time outstanding; provided, however that any such advances or upon the foreclosure with respect loans to any secured Investment directors or other transfer of title with respect to any secured Investment, in each case executive officers shall only be permitted to the extent reasonably necessary in order to prevent or limit loss,allowable under ▇▇▇▇▇▇▇▇-▇▇▇▇▇; (ivd) Investments in any Special EntityWholly-Owned Subsidiary that is a Domestic Subsidiary; (e) Investments consisting of promissory notes issued by officers, so long directors and employees of the Borrower or any Restricted Subsidiary as consideration for the purchase of Equity Interests of the Borrower; (f) Investments (other than Investments in each case such an Unrestricted Subsidiary), in an aggregate amount not to exceed, when combined with the aggregate amount of Restricted Payments made pursuant to Section 7.06(d) and the aggregate amount of prepayments of any Junior Financing pursuant to Section 7.13(i), $100,000,000 in any fiscal year (provided that any unused portion may be carried forward to the immediately succeeding fiscal year); (g) Investments are that constitute Permitted Acquisitions (Aincluding Investments in Foreign Subsidiaries for the purpose of effecting a Permitted Acquisition); (h) Investments in Swap Contracts permitted under Section 7.03(d); (i) Guarantees permitted by Section 7.03; (j) Investments made as a result of the receipt of non-cash consideration from a Disposition that was made pursuant to and in compliance with this Agreement; (k) Extensions of credit to customers in the ordinary course of business to fund operating expenses business; (including, without limitation, purchases of inventory l) Investments by any Excluded Subsidiary in the ordinary course of business and capital expenditures incurred Borrower or any Restricted Subsidiary; provided that if Investments in the ordinary course form of business consistent with past practices but only debt owed by a Loan Party to the extent they are Ordinary Capital Expenditures) of such Special Entitya non-Loan Party shall exceed, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding outstanding, $5,000,000, then any such Indebtedness incurred under this clause (l) in excess of such amount shall be evidenced by a subordinated intercompany note substantially in the form of Exhibit F hereto or otherwise subordinated to the Obligations pursuant to a subordination agreement reasonably satisfactory to the Administrative Agent; (m) Investments in an amount not to exceed in the aggregate at any time outstanding, the greater of $170,000,000 and 35% of Consolidated EBITDA of the Borrower and its Restricted Subsidiaries for the four quarter period most recently then ended for which financial statements have been delivered pursuant to Section 6.01(a) or (IIb); (n) otherwise made pursuant Investments to agreements, documents or other instruments pursuant the extent (i) funded with the Net Cash Proceeds of any Equity Issuance by the Borrower so long as such Net Cash Proceeds are used to which fund such Investment within 180 days of the receipt of such Net Cash Proceeds by the Borrower or any Subsidiary to the extent such Subsidiary shall have a commitment Net Cash Proceeds are not otherwise applied or (ii) the consideration paid is in the form of Equity Interests issued to fund and in respect the seller or any of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000its affiliates; (vo) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and Investments (including equity interests) received (i) in connection with the bankruptcy workout, recapitalization or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with or judgments against, customers and suppliers arising in the ordinary course of business, (ii) upon the foreclosure with respect to any secured Investment, (iii) as a result of the settlement, compromise or resolution of litigation, arbitration or other disputes or (iv) in settlement of debts created in the ordinary course of business; (p) Investments in the form of milestone or other upfront payments made in the ordinary course in connection with the right to receive royalty or other recurring payments;; (q) Investments made in the ordinary course of business into suppliers or customers of the Borrower or any Subsidiary; (r) [reserved]; (s) additional Investments; provided that after giving pro forma effect to such Investments (x) the Consolidated Total Net Leverage Ratio does not exceed 4.00 to 1.00, (y) the Borrower and consistent its Restricted Subsidiaries shall be in compliance on a Pro Forma Basis with past practicesSection 7.18 after giving effect to such Investment and (z) no Event of Default under Sections 8.01(a) or 8.01(f) shall exist; (t) Investments in Excluded Subsidiaries (other than Unrestricted Subsidiaries), in an amount not to exceed the greater of $565.0 million and 12.5% of the Consolidated Total Assets of the Borrower and its Restricted Subsidiaries in the aggregate at any time outstanding; and (viu) the CoBank Equities and Investments by any Foreign Subsidiary in any other stock Foreign Subsidiary. Notwithstanding the foregoing, the Borrower shall not, nor shall it permit any Restricted Subsidiary to, make any Investment in an Unrestricted Subsidiary in the form of a transfer of Material Intellectual Property or securities of, or Investments in, CoBank or investment services or programs;an Acquisition of a Person that holds Material Intellectual Property as an Unrestricted Subsidiary.

Investments. Make any Investments, except: (ia) Investments held by the Borrower or such Subsidiary by any of its Subsidiaries in the form of cash and Cash Equivalents,or cash equivalents; (iib) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit loans and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect advances from time to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) time made in the ordinary course of business to fund operating expenses (includingofficers, without limitationdirectors and employees of the Borrower or of any of its Subsidiaries; provided, purchases however, that the aggregate outstanding principal amount of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) all of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries loans and advances to all such Special Entities and (C) either (I) Persons shall not in excess of $25,000,000 in the aggregate at any time outstanding exceed $5,000,000; (c) pledges and deposits permitted by clause (c) or by clause (IId) otherwise made pursuant of Section 7.01; (d) Investments, including loans and advances, by the Borrower in or to agreementsany Wholly-Owned Subsidiary of the Borrower (other than Finsub), documents and Investments, including loans and advances, by any Wholly-Owned Subsidiary of the Borrower in or other instruments pursuant to which the Borrower or such in or to any other Wholly-Owned Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the (other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liensthan Finsub), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (ve) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business business, and consistent Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary in order to prevent or limit loss; (f) Guarantees permitted by Section 7.03; (g) Investments, including loans and advances, made in or to the Borrower or in or to any of the Subsidiaries of the Borrower pursuant to and upon the terms contained in the Receivables Program Documents; provided, however, that each of such Investments shall, at the time made, be permitted by the provisions of Section 7.01 and Section 7.03; (h) Acquisitions by the Borrower or by any of its Subsidiaries; provided, however, that: (i) with past practicesrespect to any Acquisition involving the acquisition of the ownership or Control of Equity Interests of any Person, such Acquisition shall be made on a negotiated basis with the approval of the board of directors (or equivalent governing body) of the Person to be acquired and, if necessary, the approval of the shareholders of the Person to be acquired; and (ii) if the aggregate fair market value of all of the consideration paid or payable for or with respect to any such Acquisition shall exceed $300,000,000, then the Borrower shall have delivered to the Administrative Agent, not less than five (5) Business Days prior to the completion of such Acquisition, a certificate of a Responsible Officer of the Borrower stating that, immediately after giving effect on a Pro Forma Basis to such Acquisition (A) the Borrower shall be in compliance with the financial covenants set forth in Section 7.11, and (B) both immediately before and immediately after giving effect to such Acquisition, no Default shall be continuing or shall result therefrom; and (vii) other Investments not otherwise permitted by any of the CoBank Equities other clauses of this Section 7.02; provided, however, that the aggregate amount (determined on a consolidated basis for the Borrower and any other stock or securities of, or its Subsidiaries) of all of the Investments in, CoBank or investment services or programs;so made after the Closing Date pursuant to this clause (i) shall not exceed $300,000,000.

Investments. No Credit Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly, make or own any Investment in any Person, including any Joint Venture, except: (ia) held by the Borrower or such Subsidiary Investments in the form of cash Cash and Cash Equivalents,; (iib) equity Investments owned as of the Third Restatement Date in any Subsidiary and Investments made after the Third Restatement Date in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices,any Guarantor; (iiic) Investments (including debt obligations and Equity Interestsi) received in connection with the bankruptcy or reorganization of suppliers and customers of, or in settlement of delinquent obligations of, or other accounts and disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investmentsuppliers, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred (ii) consisting of deposits, prepayments and other credits to suppliers made in the ordinary course of business consistent with the past practices but only of Borrower or any of its Subsidiaries, as applicable; (d) intercompany loans and advances to the extent they are Ordinary Capital Expenditurespermitted under Section 6.1(c) and other Investments (i) in (including Guarantees of such Special Entity, Indebtedness of) any Credit Party and (Bii) consistent with past practices in (including (without duplication for purposes of the Borrowerproviso to this clause (ii)) Guarantees of Indebtedness of) Subsidiaries of Borrower which are not Guarantors; provided that such Investments under this clause (ii) shall not exceed at any one time outstanding an aggregate amount of $200,000,000; (e) Permitted Interim Investments and intercompany loans and advances and capital contributions by Credit Parties to Subsidiaries that are not Credit Parties in connection with any Permitted Interim Investment; provided, its Subsidiaries and that, for the avoidance of doubt, the acquisition of the remaining Equity Interests of a Person such Special Entities and (C) that such Person becomes a wholly owned Subsidiary of Borrower shall either (Ix) not in excess be subject to the provisions of $25,000,000 in the aggregate at any time outstanding Section 6.8(h) or (IIy) otherwise be made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30compliance with Section 6.6(d)(ii) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens6.6(i), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (vf) Investments consisting loans and advances to employees of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit Borrower and its Subsidiaries made in the ordinary course of business and consistent with past practices; andin an aggregate principal amount not to exceed $25,000,000; (vig) the CoBank Equities Permitted Acquisitions permitted under Section 6.8; (h) Investments described in Schedule 6.6 and any modification, replacement, renewal or extension thereof to the extent not involving an additional Investment; (a) other stock or securities ofInvestments in an aggregate amount not to exceed $200,000,000 (reduced on a dollar for dollar basis by Restricted Junior Payments pursuant to clause (h) of Section 6.4, or other than Restricted Junior Payments under such clause made using the CNI Growth Amount) at any time outstanding; provided that such amount shall be increased (but not decreased) by the CNI Growth Amount as in effect immediately prior to the time of making of such Investments in, CoBank or investment services or programs;and (b)

Investments. (i) held by Except to the extent permitted pursuant to Section 7.3(G), neither the Borrower nor any of its Subsidiaries shall directly or such Subsidiary indirectly make or own any Investment except: Investments in the form of cash and Cash Equivalents, (ii) made ; Permitted Existing Investments in an amount not greater than the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection amount thereof on the Closing Date; Investments in trade receivables or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or and in settlement of delinquent obligations of, or and other disputes with, customers and suppliers arising in the ordinary course of business or upon business; Investments consisting of deposit accounts maintained by the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made Borrower and its Subsidiaries in the ordinary course of business in connection with its cash management system; provided, that funds deposited in such deposit accounts are deposited pursuant to fund operating expenses a Collection Account Agreement in compliance with Section 7.2(N); Investments consisting of non-cash consideration from a sale, assignment, transfer, lease, conveyance or other disposition of property permitted by Section 7.3(B); Investments constituting Permitted Acquisitions; Investments constituting Indebtedness permitted by Section 7.3(A) or Contingent Obligations permitted by Section 7.3(E) or Restricted Payments permitted by Section 7.3(F); Investments (includinga) by the Borrower in any wholly-owned Subsidiary, without limitationin Mandara U.S. or, purchases from and after the date on which the Administrative Agent receives an executed Pledge Agreement providing the agent a perfected Lien on the Capital Units of inventory Mandara Asia owned directly by Mandara Holdings Asia together with an opinion of counsel in the ordinary course of business form and capital expenditures incurred in the ordinary course of business consistent with past practices but only substance reasonably satisfactory to the extent they are Ordinary Capital ExpendituresAdministrative Agent, Mandara Asia, and (b) prior to the date described in clause (a), by the Borrower in Mandara Asia in an aggregate amount not to exceed $250,000 (excluding Investments in Mandara Asia permitted by Section 7.3(A)); Investments constituting contributions to and payments of such Special Entity, (B) consistent with past practices benefits by the Borrower or its Subsidiaries under any Plan in existence as of the Borrower, its Subsidiaries Closing Date as required by the benefit commitments in such Plan as of the Closing Date; Investments set forth on Schedule 7.3(D) hereto arising under or contemplated by the Acquisition Documents; and such Special Entities and (CInvestments in addition to those permitted elsewhere in this Section 7.3(D) either (I) in an aggregate amount not in excess of to exceed $25,000,000 3,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreementsoutstanding; provided, documents or other instruments pursuant to which however, that the Borrower or such Subsidiary shall have a commitment to fund and Investments described in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and clause (vi) the CoBank Equities above shall not be permitted to be made at a time when either a Default or an Unmatured Default shall have occurred and any other stock be continuing or securities of, or Investments in, CoBank or investment services or programs;would result therefrom.

Investments. Make any Investments, except: (ia) Investments held by the Borrower or such Restricted Subsidiary in the form of cash and Cash Equivalents,equivalents; (iib) made advances to officers, directors and employees of the Borrower and Restricted Subsidiaries in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements in accordance with applicable law for collection or deposit travel, entertainment, relocation and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the analogous ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000purposes; (vc) Investments of the Borrower in any wholly-owned Restricted Subsidiary and Investments of any wholly-owned Restricted Subsidiary in another wholly-owned Restricted Subsidiary; (d) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary in order to prevent or limit loss; (e) purchases of, or investments in, the capital stock, equity interest, assets, obligations or other securities of, or interest in, Restricted Subsidiaries, joint ventures or other Persons (other than an Unrestricted MLP Subsidiary or a Person that becomes an Unrestricted MLP Subsidiary as a result of such Investment), in each case which are engaged principally in the business of the purchasing, gathering, compression, transportation, distribution, marketing, or storage of natural gas and consistent with past practicescompressed natural gas, the exploration or production of natural gas or oil or the processing of natural gas liquids, the underground piping of natural gas distribution systems, other natural gas-related businesses, or the generation and marketing of electricity; provided that such purchases or investments are not opposed by the board of directors or management of such Person; (f) subject to Section 7.09, Investments in Unrestricted MLP Subsidiaries; and (vig) other Investments (other than Investments in Unrestricted MLP Subsidiaries), if at the CoBank Equities and any other stock or securities time of, or and after giving effect to, such Investments, the aggregate book value of all such Investments in, CoBank or investment services or programs;does not exceed $100,000,000 in the aggregate.

Investments. Make any Investment, except in the case of Holdings and any of its Restricted Subsidiaries (iother than any Insurance Subsidiary unless otherwise expressly included in this Section 7.8 or permitted by Section 7.16): (a) held accounts receivable and other extensions of trade credit by the Borrower or such Subsidiary in the form of cash and Cash Equivalents, (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory its Subsidiaries in the ordinary course of business and capital expenditures incurred advances made to Alliance Human Services in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expendituresbusiness; (b) of such Special Entity, Investments in Cash Equivalents; (Bc) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and Guarantee Obligations permitted by Section 7.2; (Cd) either intercompany Investments by (Ii) not any Group Member (x) in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or any Person that, prior to such investment, is a Subsidiary shall have Guarantor or (y) in any Excluded Subsidiary and (ii) by any Restricted Subsidiary that is not a commitment to fund and Guarantor in respect of which the Borrower shallany other Restricted Subsidiary that is not a Guarantor; provided, upon the request of the Administrative Agenthowever, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of that any such Investment under this subclause Investments in any Insurance Subsidiary must be made in compliance with clause (IIu) (below and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this pursuant to subclause (IIy) shall not exceed the greater of (a) $50,000,00050,000,000 and (b) 5% of Total Assets at any time outstanding; (e) existing Investments as listed on Schedule 7.8(g); (f) Capital Expenditures; (g) Permitted Acquisitions; (h) the formation of and Investments in new Restricted Subsidiaries of Holdings or the Borrower that are Subsidiary Guarantors, provided that (i) such Restricted Subsidiary is owned by the Borrower or a Subsidiary Guarantor and (ii) after the date of the formation or acquisition of any such Restricted Subsidiary and the Investment therein, and after giving effect thereto, such new Restricted Subsidiary and its parent shall have entered into any and all agreements (in form and substance reasonably satisfactory to the Administrative Agent) necessary to comply with Section 6.9; (i) the Borrower and its Restricted Subsidiaries may receive and own Capital Stock or other investments acquired as non-cash consideration pursuant to dispositions permitted under Section 7.5; (j) the Borrower and its Restricted Subsidiaries may make pledges and deposits permitted under Section 7.3; (k) the Borrower and its Restricted Subsidiaries may make Investments and guarantees expressly permitted under Sections 7.2, 7.4, 7.5 (other than 7.5(u)) and 7.6; (l) the Borrower and its Restricted Subsidiaries may make an Investment that could otherwise be made as a Restricted Payment to the extent the related advance or investment would be permitted under Section 7.6(i) (it being understood that any such Investment shall be deemed to be and shall count as a Restricted Payment for purposes of Section 7.6(i)); (m) the Borrower and its Restricted Subsidiaries may hold Investments to the extent such Investments reflect an increase in the value of Investments and would otherwise exceed the limitations herein; (n) Investments consisting of endorsements for collection or deposit in the ordinary course of business; (o) Investments in deposit accounts opened and maintained in the ordinary course of business; (p) Holdings and the Borrower may acquire and hold promissory notes of employees of Holdings or its Restricted Subsidiaries in connection with such Person’s purchase of Permitted Capital Stock of Holdings; (q) Investments received in connection with any bankruptcy or reorganization of, or any good faith settlement of delinquent accounts and disputes with, any customer or supplier arising in the ordinary course of business; (r) the Borrower may enter into Swap Agreements that are not speculative in nature to the extent permitted hereunder; (s) any Investments consisting of deferred compensation owed to employees of Holdings, the Borrower and their respective Restricted Subsidiaries; (t) Investments and formations by the Borrower and the Restricted Subsidiaries in and of Restricted Subsidiaries (other than Insurance Subsidiaries) that are not Guarantors, which does not exceed the greater of (x) $35,000,000 and (y) 3.5% of Total Assets at any one time outstanding; (u) Investments by the Borrower or any Wholly-Owned Subsidiary in any Insurance Subsidiary (including in respect of the formation thereof) solely to the extent permitted by Section 7.17(b); (v) Investments consisting of extensions loans and advances to directors and employees of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit any Group Member (including for travel, entertainment and relocation expenses) in the ordinary course of business and consistent with past practices; andbusiness; (viw) Investments in 50% or less of the CoBank Equities equity interest of other Persons (“Minority Investments”) held by a Restricted Subsidiary acquired pursuant to a Permitted Acquisition, which Minority Investments existed at the time of such Permitted Acquisition and were not made in contemplation of or in connection with such Permitted Acquisition; (x) Investments made in connection with the funding of contributions under any other stock non-qualified retirement plan or securities ofsimilar employee compensation plan in an amount not to exceed the amount of compensation expense recognized by the Borrower and its Restricted Subsidiaries in connection with such plans; (y) Investments that do not exceed, in the aggregate, the greater of (A) $50,000,000 and (B) 5.0% of Total Assets at any one time outstanding; plus any amount that could otherwise be made as a Restricted Payment permitted at the time under Section 7.6(i) (it being understood that any amounts so applied shall be deemed to be and count as Restricted Payments for purposes of Section 7.6(i)); (z) Investments in the form of or made out of the proceeds of an issuance of Permitted Capital Stock; (aa) Investments in, CoBank or investment services or programsin any Unrestricted Subsidiary in lieu of Restricted Payments that could be made pursuant to Section 7.6(i) (it being understood that any amounts so applied shall be deemed to be and count as Restricted Payments for purposes of Section 7.6(i));

Investments. The Borrower will not, and will not permit any of its Subsidiaries to, make, or enter into any agreement or commitment to make, any Investment, except: (ia) held Investments by the Borrower or such and its Subsidiaries in the Equity Interests of the Borrower’s Subsidiaries; (b) Permitted Investments; (c) Guaranties constituting Indebtedness permitted by Section 6.1; (d) Investments made by the Borrower in any Subsidiary and made by any Subsidiary in the form of cash and Cash Equivalents,Borrower or in any other Subsidiary; (iie) made loans and advances to employees of the Borrower and its Subsidiaries in the ordinary course of business consisting not to exceed an aggregate principal amount of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices,$3,000,000 at any time outstanding; (iiif) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or clients and in settlement of delinquent obligations of, or and other disputes with, customers or clients; (g) loans to employees or directors of the Borrower or any of its Subsidiaries for the purpose of purchasing the Equity Interests of the Borrower, provided, that each such loan and suppliers arising purchase transaction shall have a cash neutral effect on the Borrower and its Subsidiaries; (h) Investments consisting of endorsements for collection or deposit in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000business; (vi) Investments consisting of extensions of credit in the nature form of accounts receivable or notes receivable arising from Hedging Agreements permitted under Section 6.5; (j) Investments in existence as of the grant Effective Date and set forth on Schedule 6.4; (k) Investments made by the Borrower and its Subsidiaries in Keymark after the Effective Date in an aggregate amount not to exceed $15,000,000; (l) Permitted Acquisitions; (m) transactions set forth in Schedule 6.7; (n) transactions contemplated in clauses (i) and (ii) of trade credit in the ordinary course preamble of business the definition of “Permitted Acquisitions”; (o) transactions contemplated by Section 6.3(a)(i), (ii), (iii) and consistent with past practices(vii); and (vip) other Investments in an aggregate amount not to exceed $25,000,000 from and after the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;Effective Date.

Investments. Issuer will not, and will not permit any of the Subsidiary Loan Parties to, make or permit to exist any Investment in any other Person, except the following: (a) Investments by (i) held Parent to the capital of TCA and SoCal, and (ii) any Loan Party (other than Issuer) to any Subsidiary Loan Party; (b) Investments constituting Debt permitted by Section 5.1; (c) Contingent Obligations constituting Debt permitted by Section 5.1; (d) Investments in Cash and Cash Equivalents; (e) bank deposits in the Borrower Ordinary Course of Business; (f) Investments in securities of Account Debtors received pursuant to any plan of reorganization or similar arrangement upon the bankruptcy or insolvency of such Account Debtors; (g) loans or advances to employees, officers or directors of any Loan Party incurred in the Ordinary Course of Business (including for travel, entertainment and relocation expenses), in an aggregate amount not to exceed $110,000 at any time outstanding; (h) subject to the limitations in Section 10.2.4 of the Senior Credit Agreement, Investments constituting Permitted Acquisitions; (i) Investments listed on Schedule 10.2.10(i) of the Senior Credit Agreement, existing as of the “Closing Date” (as defined in the Senior Credit Agreement) and any increases or decreases in the value thereof or write-ups, write-downs or write-offs with respect to such Investments; (j) TCA, SoCal and any Subsidiary thereof may hold promissory notes acquired in connection with an “Asset Disposition” (as defined in the Senior Credit Agreement) to the extent permitted under Section 10.2.4 of the Senior Credit Agreement; (k) Investments by TCA, SoCal or the other Subsidiaries thereof in joint ventures or Subsidiaries which are non-Wholly-Owned Subsidiaries not exceeding $2,200,000 in the aggregate for all such Investments outstanding at any time, provided that (i) such joint ventures or Subsidiaries which are non-Wholly-Owned Subsidiaries shall not have any Funded Debt at any time on or after the date that an Investment is made therein (other than Debt owing to the equityholders of such joint ventures), (ii) the constitutive documents governing such joint venture or Subsidiaries which are non-Wholly-Owned Subsidiary does not restrict distributions to TCA, SoCal or any Subsidiary, (iii) each such joint venture or Subsidiaries which are non-Wholly-Owned Subsidiary is engaged in a business in which TCA, SoCal or any Subsidiary would be permitted to engage under Section 5.8, (iv) both immediately before and after making such Investment, (x) no “Default” or “Event of Default” then exists under the Senior Credit Agreement and (y) “Availability” and “Average Availability” for the 30-day period immediately preceding the date of such Investment, in each case as calculated on a “Pro Forma Basis”, would equal or exceed $13,500,000 (as such terms are defined in the Senior Credit Agreement), and (v) the Person making such Investment has pledged all of its Equity Interests of such joint venture to the Senior Agent pursuant to documentation reasonably satisfactory to the Senior Agent (and has delivered such securities (or evidence of book registrations thereof), together with executed transfer powers and irrevocable proxies relating thereto to the Senior Agent); (l) Investments created under Hedging Agreements entered into by Loan Parties or any Subsidiary in the form Ordinary Course of cash Business and Cash Equivalents,not for speculative purposes; (iim) Accounts, notes receivable and security deposits and prepayments arising and trade credit granted in the Ordinary Course of Business and prepayments and other credits to suppliers made in the ordinary course Ordinary Course of business Business; (n) Investments consisting of Uniform Commercial Code UCC Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices,deposit; (iiio) Investments representing leases or conditional sales contracts owing by owner-operators of Subsidiary Loan Parties in respect of Lease Pool Rolling Stock subject to the Owner-Operator Program in an aggregate amount not to exceed $6,600,000 at any time outstanding; provided that any security therefor or promissory notes or “Chattel Paper” (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising as defined in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only Senior Credit Agreement) evidencing such obligations (to the extent reasonably not required to have been pledged to the vendor of such Lease Pool Rolling Stock) shall, if so requested by Senior Agent, be pledged and delivered (with any necessary in order endorsements) to prevent or limit loss,Senior Agent; and (ivp) in any Special Entity, so long as in each case such other Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 110,000 in the aggregate at anytime outstanding; provided, that that (x) any time outstanding Investment which when made, is an Investment in Cash Equivalents, may continue to be held notwithstanding that such Investment if made thereafter would not constitute Cash Equivalents; (y) no Investment otherwise permitted by clause (b), (c), (k) or (IIo) otherwise shall be permitted to be made pursuant to agreementsif, documents immediately before or other instruments pursuant to which the Borrower after giving effect thereto, any “Default” or such Subsidiary shall have a commitment to fund and in respect “Event of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (Default” exists or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders would result therefrom under the Parent Senior Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;.

Investments. The Borrower shall not, nor shall it permit any of its Subsidiaries to, make any investments in any equity or debt securities (iissued by Persons other than the Borrower) held or make any loan or advance to any Person, other than (collectively, “Permitted Investments”): (a) Cash Equivalents; (b) Hedging Arrangements permitted under Section 6.12; (c) investments by the Borrower or such any of its Subsidiaries in any Subsidiary of the Borrower; (d) investments by OpCo and its subsidiaries in the form equity of cash and Cash Equivalents,any Receivables Entity, pursuant to a Permitted Receivables Financing in an aggregate amount not to exceed $75,000,000 at any one time outstanding; (iie) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) investments received in connection with the bankruptcy or reorganization of suppliers and customers of, or in settlement of delinquent obligations of, or other accounts and disputes with, customers and suppliers arising supplies, in each case in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss,business; (ivf) extensions of trade credit by the Borrower Group Members in any Special Entity, so long the ordinary course of business; (g) investments made as a result of the receipt of non‑cash consideration from dispositions in each case such Investments are compliance with Section 6.01; (Ah) loans and advances made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, ’s or any of its Subsidiaries and such Special Entities and (C) either (I) Subsidiaries’ employees in an aggregate principal amount not in excess of to exceed $25,000,000 in the aggregate 3,000,000 at any time outstanding or outstanding; (IIi) otherwise made pursuant to agreements, documents or other instruments pursuant to which Permitted Acquisitions by the Borrower or such Subsidiary shall have a commitment to fund and in respect of which Group Members; (j) additional investments by the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period Group Members so long as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) invested, loaned or advanced does not exceed $50,000,00010,000,000 in any fiscal year; (vk) Investments consisting additional investments so long as both before and after giving effect thereto (i) no Default or Event of extensions Default has occurred and is continuing under Article VII(a), Article VII(b), Article VII(f), Article VII(g), Article VII(h) or Article VII(l) and (ii) the Borrower would be in compliance with the financial covenant in Section 5.12(a) on a Pro Forma Basis as of credit in the nature relevant Test Period as though such investments had been consummated as of accounts receivable or notes receivable arising from the grant first day of trade credit in the ordinary course of business and consistent with past practicessuch Test Period; and (vil) to the CoBank Equities and any other stock extent constituting investments, transactions permitted under Section 6.01, Section 6.03, Section 6.04 or securities of, or Investments in, CoBank or investment services or programs;Section 6.06.

Investments. The Borrower shall not make or hold any Investment, except: (ia) held extensions of trade credit in the ordinary course of business; (b) any Investment in, or that at the time of making such Investment was, Cash Equivalents; (c) Indebtedness permitted by Section 7.4; (d) loans and advances to officers, directors and employees of the Borrower or such Subsidiary in the form of cash and Cash Equivalents, (ii) made in the ordinary course of business consisting (including for reasonable and customary travel, relocation and similar expenses incurred in the ordinary course of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, business) in each case consistent with past practices,an aggregate un-recovered amount (valued at cost) not to exceed (net of any cash return of capital received by the Borrower in respect of any such Investments) $1,000,000 at any one time outstanding; (iiie) to the extent constituting Investments, any reinvestment of Net Cash Proceeds as contemplated by Section 3.4(b)(i) and Sections 3.4(b)(ii) and 3.4(b)(iv) of the Depositary Agreement; (f) to the extent constituting Investments, Investments in contracts and other agreements (including Swap Agreements) to the extent otherwise permitted under the Credit Documents; (g) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or and in settlement of delinquent obligations of, or and other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss,business; or (ivh) in any Special EntityInvestments made by the Borrower solely with the proceeds of capital contributions received directly or indirectly from Holdings, so long as in each case provided that such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business applied consistent with past practices but only to Sections 3.4(b)(ii) and 3.4(b)(iv) of the Depositary Agreement. To the extent they are Ordinary Capital Expenditures) that the making of such Special Entityany Investment could be deemed a use of more than one subsection of this Section 7.6, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in Borrower may select the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant subsection to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (shall be deemed a use and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount same portion of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting an Investment be deemed a use of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;more than one subsection.

Investments. Make any advance, loan, extension of credit (iby way of guaranty or otherwise) held by or capital contribution of cash or other property to, or purchase any Capital Stock, bonds, notes, debentures or other debt securities of, or any assets constituting a business unit of, or make any other investment in, any Person (all of the Borrower or such Subsidiary foregoing, “Investments”), except: (a) extensions of trade credit and the conversion of overdue trade receivables into notes receivables, in each case in the form ordinary course of cash and business; (b) Investments in Cash Equivalents,; (iic) made Guarantee Obligations permitted by Section 6.02; (d) loans and advances to employees of any Group Member in the ordinary course of business (including for travel, entertainment and relocation expenses or pursuant to any Plan) in an aggregate amount for all Group Members not to exceed $10,000,000 at any one time outstanding; (e) Investments consisting of Uniform Commercial Code Article 3 endorsements Permitted Net Cash Proceeds Reinvestments made by any Group Member with the proceeds of any Reinvestment Deferred Amount; (f) Investments permitted by Sections 6.04(a), (b) and (e); (g) Investments consisting of Intercompany Loans permitted under Sections 6.02(b), (k), (t) and (u); (i) Investments by any Loan Party in any Excluded Subsidiary existing on the Closing Date, (ii) additional Investments by any Loan Party in any Excluded Subsidiary in an aggregate outstanding amount not to exceed on any date the Intercompany Basket in effect at such date (calculated after giving effect to all proposed Investments to be made on such date pursuant to this Section 6.08(h)(ii)); provided that the aggregate amount of Investments (other than Intercompany Loans) made pursuant to this Section 6.08(h)(ii) and outstanding on any date shall not exceed the Intercompany Basket Sublimit on such date, (iii) from and after the Tranche A Term Loan Repayment Date, Investments by any Loan Party in an Excluded Subsidiary, and (iv) Investments in a Foreign Subsidiary for collection the purpose of complying with local statutory capitalization requirements in such Foreign Subsidiary’s host jurisdiction; (i) Investments by (i) any Group Member in the Borrower or deposit any Person that, prior to such investment, is a Guarantor and Uniform Commercial Code Article 4 customary trade arrangements with customers(ii) any Subsidiary that is not a Guarantor in any Group Member; (i) Investments consisting of the Capital Stock of any Person acquired pursuant to any Joint Venture Put Obligation and (ii) Investments (other than Investments described in clause (i)) in Joint Ventures, including without limitation, Investments in new Joint Ventures, the purchase of ownership interests in Joint Ventures from Persons that are not Group Members and increases in the ownership interest of any Group Member in Joint Ventures, in each case consistent with past practices,an aggregate outstanding amount not to exceed at any date the Joint Venture Basket in effect on such date; (k) Permitted Acquisitions; (l) (i) Investments outstanding on the date hereof and listed on Schedule 6.08(l), (ii) equity Investments of any Group Member in any other Group Member and arising solely as a result of the recharacterization as an equity investment of any Intercompany Loan permitted by Section 6.02 and (iii) Investments in the form of notes issued by the “Trust” (including debt as defined in the Reorganization Plan) to the Borrower pursuant to the Reorganization Plan, as follows: (x) a note in the face amount of $125,000,000 issuable pursuant to Section 8.3.5 of the Reorganization Plan and (y) a note in the face amount of $140,000,000 issuable pursuant to Section 8.22 of the Reorganization Plan; (m) Investments by any Group Member made on or after the Closing Date in existing or potential suppliers and customers from whom the Borrower reasonably expects to obtain a material commercial benefit, in an aggregate amount (valued at cost) not to exceed $25,000,000 at any one time outstanding; (n) Investments by any Group Member of any Restricted Payment received by such Person that consists of equity interests in a Subsidiary; provided that if the initial payor of any such Restricted Payment is a Guarantor, then the ultimate recipient of such Restricted Payment shall also be a Guarantor; (o) Investments by any Group Member necessary to effect the Tax Restructuring; (p) Investments in notes receivable payable to any Group Member by the purchasers of assets purchased pursuant to Dispositions permitted under Section 6.05; (q) Investments by the Borrower in any Subsidiary consisting of the issuance of Letters of Credit hereunder (and the incurrence by the Borrower of Indebtedness hereunder with respect thereto) to support obligations and Equity Interestsof such Subsidiary; (r) received Investments by a U.K. Subsidiary in another U.K. Subsidiary in connection with the bankruptcy Company Voluntary Arrangements; (s) Investments by the Borrower or reorganization any of suppliers its Subsidiaries in connection with the Anticipated Japanese Consolidation in an amount not to exceed $10,000,000; (t) Investments not otherwise permitted under paragraphs (a) through (s) of this Section 6.08 so long as (i) prior to the making of any such Investment, the Borrower shall have delivered to the Administrative Agent a certificate of a Responsible Officer, certifying that such Investment has been approved by a Board Majority and customers or in settlement (ii) immediately after the consummation of delinquent obligations ofany such Investment, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure Revolving Credit Facility Availability shall be equal to at least $200,000,000; it being understood that at any time at which any Investments made pursuant to this Section 6.08(t) with respect to any secured Investment Person constitutes an Acquisition, such Acquisition must also constitute a Permitted Acquisition and comply with the definition thereof; (u) Investments not otherwise permitted under the foregoing paragraphs (a) through (t) of this Section 6.08, but excluding Investments in Joint Ventures or other transfer of title with respect to any secured Investmentin Excluded Subsidiaries, in each case only an aggregate outstanding amount not to exceed on any date the extent reasonably necessary General Investment Basket in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case effect on such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000;date; and (v) On any date, Investments consisting not otherwise permitted under (a) through (u) of extensions of credit this Section 6.08 in an aggregate outstanding amount not to exceed on any date the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;Proceeds Investment Basket on such date.

Investments. No Loan Party shall, nor shall it permit any of its Restricted Subsidiaries to, directly or indirectly, make or own any Investment in any Person, including any Joint Venture, except: (ia) held by the Borrower or such Subsidiary Investments in the form of cash and Cash Equivalents,; (b) Investments owned as of the Restatement Effective Date in any Restricted Subsidiary and Investments made after the Restatement Effective Date in the Borrower and any wholly owned Restricted Subsidiary of the Borrower which is a Guarantor; (c) Investments in Unrestricted Subsidiaries and Joint Ventures; provided that such Investments (including through intercompany loans) shall not exceed at any time an aggregate amount of $75,000,000; (d) intercompany loans in accordance with Section 6.1(d) to, and other Investments in, Restricted Subsidiaries which are not Guarantors; provided that the aggregate amount of all such Investments (including through such intercompany loans and any Acquisition) shall not exceed, at the time any such Investment is made, the greater of (i) $150,000,000 and (ii) 15% of Consolidated Total Assets at such time; (e) loans and advances to employees of the Borrower and its Restricted Subsidiaries made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices,an aggregate principal amount not to exceed $10,000,000; (iiif) Investments described in Schedule 6.7; (g) Swap Agreements which constitute Investments; (h) trade receivables in the ordinary course of business; (i) guarantees to insurers required in connection with worker’s compensation and other insurance coverage arranged in the ordinary course of business; (j) Investments (including debt obligations and Equity Interestsobligations) received in connection with the bankruptcy or reorganization of suppliers and customers or and in good faith settlement of delinquent obligations of, or and other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss,business; (ivk) intercompany Investments by any Foreign Subsidiary in any Special Entityother Foreign Subsidiary; (l) lease, so long as in each case such Investments are (A) made utility and other similar deposits in the ordinary course of business to fund operating expenses business; (including, without limitation, purchases m) Investments of inventory any Person in existence at the time such Person becomes a Restricted Subsidiary; provided such Investment was not made in connection with or anticipation of such Person becoming a Restricted Subsidiary; (n) Investments in the ordinary course form of business and capital expenditures incurred non-cash consideration received in the ordinary course of business consistent connection with past practices but only to the extent they are Ordinary Capital ExpendituresPermitted IP Transfers; and (o) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) other Investments not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall permitted hereunder; provided that the aggregate amount of all such Investments made under shall not exceed, at the time any such Investment is made, 15% of the Borrower’s Consolidated Total Assets at such time. For purposes of covenant compliance with this subclause (II) exceed $50,000,000; (v) Investments consisting Section 6.7, the amount of extensions of credit any Investment shall be the amount actually invested, without adjustment for subsequent increases or decreases in the nature value of accounts receivable such Investment, less any amount paid, repaid, returned, distributed or notes receivable arising from otherwise received in cash in respect of such Investment. Notwithstanding anything herein to the grant contrary, no Loan Party shall, nor shall it permit any of trade credit in its Restricted Subsidiaries to, (i) allow or cause any U.S. Subsidiary (other than a CFC Holdco) to be a subsidiary of a Foreign Subsidiary (other than any such U.S. Subsidiary that is an existing subsidiary of an acquired Foreign Subsidiary at the ordinary course time of business the Acquisition), (ii) sell, lease (as lessor or sublessor), enter into a sale and consistent with past practices; and leaseback arrangement, exclusively license (vi) the CoBank Equities and as licensor or sublicensor), exchange, transfer or otherwise dispose of any Material IP to any Person other stock or securities ofthan a Loan Party, or Investments in, CoBank or investment services or programs;except pursuant to a Permitted IP Transfer.

Investments. (i) held by the Each Borrower will not, and will not permit any of its Subsidiaries to, make, directly or such Subsidiary in the form of cash and Cash Equivalents,indirectly, or permit to remain outstanding any Investments except: (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iiia) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following on the date of any such Investment under this subclause (II) (hereof and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but identified in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000Schedule 9.05; (vb) Investments consisting of operating deposit accounts with banks; (c) extensions of credit in the nature of accounts receivable or notes receivable arising from the grant sales of trade credit goods or services in the ordinary course of business business; (d) Permitted Cash Equivalent Investments; (e) Investments by such Borrower and consistent the Subsidiary Guarantors in such Borrower’s wholly-owned Subsidiary Guarantors (for greater certainty, each Borrower shall not be permitted to have any direct or indirect Subsidiaries that are not wholly-owned Subsidiaries); (f) Hedging Agreements entered into in the ordinary course of such Borrower’s financial planning solely to hedge currency risks (and not for speculative purposes) and in an aggregate notional amount for all such Hedging Agreements not in excess of $250,000 (or the Equivalent Amount in other currencies); (g) Investments consisting of security deposits with past practicesutilities and other like Persons made in the ordinary course of business; (h) Investments consisting of (A) employee loans, travel advances and guarantees in accordance with such Borrower’s usual and customary practices with respect thereto (if permitted by applicable law) which in the aggregate shall not exceed $500,000 outstanding at any time (or the Equivalent Amount in other currencies) and (B) non-cash loans to employees, officers or directors relating to the purchase of equity securities of Holdings pursuant to employee stock purchase plans or arrangements approved by Holdings’ board of directors which in the aggregate shall not exceed $3,000,000 outstanding at any time (or the Equivalent Amount in other currencies); (i) Investments received in connection with any Insolvency Proceedings in respect of any customers, suppliers or clients and in settlement of delinquent obligations of, and other disputes with, customers, suppliers or clients; (j) Investments consisting of notes receivable or prepaid royalties and other credit obligations to customers and suppliers, in the ordinary course of business; (k) Investments permitted pursuant to Section 9.03; (l) Investments by such Borrower and the Subsidiary Guarantors in all Foreign Subsidiaries not to exceed $1,500,000 in the aggregate at any time outstanding; (m) Indebtedness permitted by Section 9.01; and (vin) the CoBank Equities and any other stock or securities of, or Other Investments in, CoBank or investment services or programs;in an aggregate amount not to exceed $2,000,000.

Investments. Make or hold any Investments, except: (ia) held by the Borrower or such Subsidiary Investments in the form of cash and Cash Equivalents,; (iib) advances to officers, directors (or persons performing similar functions) and employees made in the ordinary course of business, for travel, entertainment, relocation and analogous ordinary business consisting purposes; (c) (i) Investments by the Parent and its Subsidiaries in their respective Subsidiaries outstanding on the date hereof, (ii) additional Investments by the Parent in the Borrower and entities that are (prior to or as a result of Uniform Commercial Code Article 3 endorsements for collection such Investment) Wholly-Owned Subsidiary Guarantors, (ii) additional Investments by the Parent and the MLP Subsidiary Guarantors in entities that are (prior to or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customersas a result of such Investment) Wholly-Owned MLP Subsidiary Guarantors, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising by MLP Subsidiary Guarantors in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured InvestmentParent, in each case only to the extent reasonably necessary in order to prevent or limit loss, and (iv) additional Investments in any Special EntityAgway Subsidiaries in an aggregate amount during the term of this Agreement not to exceed $5,000,000; provided that, so long as in each case such Investments are (A) made in the ordinary course case of business to fund operating expenses (including, without limitation, purchases of inventory Investments in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise a Foreign Subsidiary made pursuant to agreementsthis Section 7.03(c), documents or other instruments the amount of such Investments when aggregated with Investments in Foreign Subsidiaries made pursuant to which Section 7.03(f) and Investments made pursuant to Section 7.03(g) shall not exceed $10,000,000 in the Borrower or such Subsidiary shall have a commitment to fund aggregate; and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of provided further that all Investments made under this subclause (II) exceed $50,000,000in Persons that are not Loan Parties prior to such Investment shall be subject to the provisions of Section 7.03(f); (vd) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors in the ordinary course; (e) Guarantees permitted by Section 7.02; (f) the purchase or other acquisition of Equity Interests or other property or assets of any Person; provided that, with respect to each purchase or other acquisition made pursuant to this Section 7.03(f): (i) in the case of an acquisition or purchase of Equity Interests, including as a result of a merger or consolidation, (A) by the Parent, the entity in which such Investment is being made will be a Wholly-Owned Subsidiary of the Parent, (B) by the Borrower or any Subsidiary of the Borrower, the entity in which such Investment is being made will be a Wholly-Owned Subsidiary of the Borrower, and (C) by a MLP Subsidiary Guarantor, the entity in which such Investment is being made will be a Wholly-Owned Subsidiary of one or more MLP Subsidiary Guarantors or a Subsidiary that is Wholly-Owned directly by the Parent and one or more MLP Subsidiary Guarantors; (ii) any such newly-created or acquired Subsidiary shall comply with the requirements of Section 6.12; (iii) the lines of business and of the Person to be (or the property so purchased or otherwise acquired) shall be consistent with past practicesthe provisions of Section 7.07; (iv) such purchase or other acquisition shall not include or result in any contingent liabilities that could reasonably be expected to be material to the business, financial condition, operations or prospects of the Parent and its Subsidiaries, taken as a whole (as determined in good faith by the Board of Supervisors of the Parent or the board of directors (or the persons performing similar functions) of such Subsidiary if the Board of Supervisors or the board of directors (or the persons performing similar functions) is otherwise approving such transaction; (A) immediately before and immediately after giving pro forma effect to any such purchase or other acquisition, no Default shall have occurred and be continuing and (B) immediately after giving effect to such purchase or other acquisition, the Borrower and its Subsidiaries and the Parent and its Subsidiaries shall be in pro forma compliance with all of the covenants set forth in Section 7.11, such compliance to be determined on the basis of the financial information most recently delivered to the Administrative Agent and the Lenders pursuant to Section 6.01(a), (b), (c) or (d) as though such purchase or other acquisition had been consummated as of the first day of the fiscal period covered thereby; provided, however, if (1) the total cash and noncash consideration (including the fair market value of all Equity Interests issued or transferred to the sellers thereof, all indemnities, earnouts and other contingent payment obligations to, and the aggregate amounts paid or to be paid under noncompete, consulting and other affiliated agreements with, the sellers thereof, all write-downs of property and reserves for liabilities with respect thereto and all assumptions of debt, liabilities and other obligations in connection therewith) paid for any such purchase or other acquisition, exceeds $100,000,000 and (2) the Total Consolidated Leverage Ratio as determined on a pro forma basis after giving effect to such purchase or acquisition is in excess of 3.5 to 1.00, the consent of the Required Lenders shall be required; (vi) in the case of (A) a purchase or acquisition of Equity Interests of another Person, (B) a purchase or other acquisition of assets of another Person that constitutes a business unit or all or a substantial part of the business, of another Person, or (C) a purchase or other acquisition of assets of another Person where the total aggregate cash and non-cash consideration paid for such purchase or other acquisition exceeds $25,000,000 (each Investment described in the foregoing clauses (A) through (C), a “Reportable Investment”), within a reasonable time prior to such purchase or acquisition, the Administrative Agent shall have received a copy of the executed purchase agreement (or, in the event that the purchase agreement is not being executed until closing, then a substantially complete unexecuted version of the purchase agreement, with the copy of the executed purchase agreement to follow promptly upon closing of such acquisition) for such purchase or acquisition, the anticipated amount to be borrowed in order to consummate such purchase or acquisition, and such other information related to such purchase or acquisition as the Administrative Agent shall reasonably request; (vii) in the case of Investments in a Foreign Subsidiary made pursuant to this Section 7.03(f), the amount of such Investments when aggregated with Investments in Foreign Subsidiaries made pursuant to Section 7.03(c) and Investments made pursuant to Section 7.03(g) shall not exceed $10,000,000 in the aggregate; and (viviii) in the CoBank Equities case of a Reportable Investment, the Parent shall have delivered to the Administrative Agent, at least five Business Days (or such shorter period of time as may be agreed by the Administrative Agent) prior to the date on which any such purchase or other acquisition is to be consummated, a certificate of a Responsible Officer, in form and any substance reasonably satisfactory to the Administrative Agent and the Required Lenders, certifying that the requirements set forth in this clause (f) have been satisfied or will be satisfied on or prior to the consummation of such purchase or other stock or securities ofacquisition; and (g) Investments not otherwise permitted by this Section 7.03 in an amount, or when aggregated with Investments inmade in Foreign Subsidiaries pursuant to Sections 7.03(c) and 7.03(f), CoBank or investment services or programs;not to exceed $10,000,000 in the aggregate.

Investments. Make any Investments, except: (ia) Investments held by the Borrower or such Subsidiary in the form of cash and Cash Equivalents,; (iib) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit advances to officers, directors and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices employees of the Borrower, its Borrower and Subsidiaries and such Special Entities and (C) either (I) in an aggregate amount not in excess of to exceed $25,000,000 in the aggregate 500,000 at any time outstanding outstanding, for travel, entertainment, relocation and analogous ordinary business purposes; (c) Investments of the Borrower in any now existing or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which hereafter acquired wholly-owned Subsidiary and Investments of any Subsidiary in the Borrower or such Subsidiary shall have a commitment to fund and in respect of which another now existing or hereafter acquired wholly-owned Subsidiary; provided, however, that (i) in the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date case of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one handInvestments in Lariat, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments such Investment shall not exceed (x) $1,000,000 less (y) the aggregate amount of Restricted Payments made under to Lariat pursuant to Section 7.06(a) and (ii) in the case of an Investment constituting the acquisition from a third party of a Person which thereby becomes a wholly-owned Subsidiary, such Investment is permitted pursuant to another clause of this subclause (II) exceed $50,000,000Section 7.02; (vd) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary in order to prevent or limit loss; (e) Investments in Oil and Gas Properties (or in Persons substantially all of whose assets consist of Oil and Gas Properties and which become wholly-owned Subsidiaries pursuant to such Investment); (f) Guarantees permitted by Section 7.03; (g) Investments received in connection with bankruptcy or reorganization of, or settlement of delinquent accounts and disputes with, customers and suppliers, in each case in the ordinary course of business; (h) Investments (including, without limitation, capital contributions) in general or limited partnerships or other types of entities (each a “venture”) entered into by the Borrower or a Subsidiary with others in the ordinary course of business; provided that (i) any such venture is engaged exclusively in oil and gas exploration, development, production, processing and related activities, including transportation, (ii) the interest in such venture is acquired in the ordinary course of business and consistent with past practiceson fair and reasonable terms and (iii) the aggregate net amount of such Investments after the date hereof does not exceed $15,000,000; (i) Investments in SageBrush Pipeline LLC in an aggregate amount not exceeding $7,500,000; and (vij) other Investments not exceeding $6,000,000 in the CoBank Equities and aggregate in any other stock or securities of, or Investments in, CoBank or investment services or programs;fiscal year of the Borrower.

Investments. (i) held by Each of Holdings and the Borrower will not, and will not permit any of its Subsidiaries to (or such Subsidiary to enter into any agreement to), purchase, make, incur, assume or permit to exist any Investment in the form of cash and Cash Equivalents,any other Person, except: (iia) made Investments of the Borrower and its Subsidiaries constituting accounts receivable arising in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary business, trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising granted in the ordinary course of business or upon deposits made in connection with the foreclosure with respect to any secured Investment purchase price of goods or other transfer services in the ordinary course of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss,business; (ivb) Investments of the Borrower and its Subsidiaries in Cash Equivalents; (c) Guarantee Obligations permitted by Section 8.2; (d) Investments permitted as Capital Expenditures pursuant to Section 8.7; (e) loans and advances to employees of the Borrower or any Special Entity, so long as in each case such Investments are (A) made Subsidiary of the Borrower in the ordinary course of business (including for travel, entertainment and relocation expenses) in an aggregate amount not to fund operating expenses exceed $25,000 at any time outstanding; (including, without limitation, purchases f) Investments of inventory the type described in clause (b) of the definition thereof (i) by the Borrower or any of its Subsidiaries in any Subsidiary Guarantor or (ii) by any Subsidiary in the ordinary course Borrower; (g) the InfuSystem Acquisition; (h) Investments of business and capital expenditures incurred the type described in clause (a) of the ordinary course of business consistent with past practices but only definition thereof by the Borrower in any Subsidiary Guarantor, to the extent they are Ordinary Capital Expenditures) such Investment is permitted as Indebtedness of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made Subsidiary Guarantor pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such LiensSection 8.2(f), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (vi) Investments consisting existing on the Effective Date and identified in Item 8.8(i) of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practicesDisclosure Schedule; and (vij) in addition to Investments otherwise expressly permitted by this Section, Investments by the CoBank Equities and Borrower or any other stock or securities of, or Investments in, CoBank or investment services or programs;of its Subsidiaries in an aggregate amount (valued at cost) not to exceed $50,000 over the term of this Agreement.

Investments. Make or hold any Investments, except: (ia) Investments held by the Borrower or such Subsidiary its Subsidiaries in the form of cash and or Cash Equivalents, (ii) made , and Investments in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000deposit; (vb) Investments made by a Company in any other Company that is consolidated with the Borrower for financial reporting purposes under GAAP; (c) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business business, and consistent Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors or lessees; (d) Investments in unimproved land holdings (including through the purchase or other acquisition of all of the Equity Interests of any Person that owns unimproved land holdings) so long as the aggregate amount of Investments made in reliance on this clause (d) does not at any time exceed (i) 5% of the Total Asset Value and (ii) taken together with past practicesthe aggregate amount of Investments made in reliance on clauses (e) through (g) of this Section 7.02, 35% of the Total Asset Value; (e) Investments (whether originated or acquired by the Borrower or a Subsidiary thereof) consisting of mortgage loans, commercial loans, mezzanine loans and notes receivable (including construction and repositioning loans, but excluding “SBA 7(a) Loans, subject to secured borrowings” (i.e., sold portion of SBA 7(a) Loans)) so long as the aggregate amount of Investments made in reliance on this clause (e) does not at any time exceed (i) 20% of the Total Asset Value and (ii) taken together with the aggregate amount of Investments made in reliance on clauses (d), (f), and (g) of this Section 7.02, 35% of the Total Asset Value; (f) Investments in respect of construction in progress so long as the aggregate amount of Investments made in reliance on this clause (f) does not at any time exceed (i) 25% of the Total Asset Value and (ii) taken together with the aggregate amount of Investments made in reliance on clauses (d), (e), and (g) of this Section 7.02, 35% of the Total Asset Value; (g) Investments in any Unconsolidated Affiliates (including through the purchase or other acquisition of Equity Interests of any Unconsolidated Affiliate) so long as the aggregate amount of Investments made in reliance on this clause (g) does not at any time exceed (i) 20% of the Total Asset Value and (ii) taken together with the aggregate amount of Investments made in reliance on clauses (d) through (f) of this Section 7.02, 35% of the Total Asset Value; (h) Guarantees permitted under Section 7.03; and (vii) other Investments by the Companies and their Subsidiaries (excluding Investments of the types described in clauses (a) through (h) of this Section 7.02, whether or not permitted under such clauses); provided, that notwithstanding the foregoing, in no event shall any Investment pursuant to clauses (b) or (d) through (i) of this Section 7.02 be consummated if, (i) immediately before or immediately after giving effect thereto, a Default shall have occurred and be continuing or would result therefrom or (ii) the CoBank Equities and any other stock or securities ofCompanies would not be in compliance, or Investments inon a Pro Forma Basis, CoBank or investment services or programs;with the provisions of Section 7.11.

Investments. Not, and not permit any other Loan Party to, make or permit to exist any Investment in any other Person, except the following: (a) The creation of any Wholly-Owned Subsidiary and contributions by Borrower to the capital of any Wholly-Owned Subsidiary of Borrower, so long as the recipient of any such contribution has guaranteed the Obligations and such guaranty is secured by a pledge of all of its equity interests and substantially all of its real and personal property, in each case in accordance with Section 6.8; (b) Cash Equivalent Investments; (c) bank deposits in the ordinary course of business; (d) Investments listed on Schedule 7.10 as of the Closing Date, together with any roll-over or reinvestment of such Investment(s); (e) any purchase or other acquisition by Borrower or any Wholly-Owned Subsidiary of Borrower of the assets or equity interests of any Subsidiary of Borrower; (f) transactions among Loan Parties permitted by Section 7.4; (g) Hedging Obligations permitted under Section 7.1(d); (h) advances given to employees and directors in existence as of the Closing Date and as listed on Schedule 7.10, which amounts shall not be increased without Agent’s prior written consent in its commercially-reasonable discretion; (i) held by the Borrower or such Subsidiary in the form of cash lease, utility and Cash Equivalents, (ii) other similar deposits made in the ordinary course of business and trade credit extended in the ordinary course of business; (j) Investments consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, the non-cash portion of the consideration received in each case consistent with past practices,respect of Dispositions permitted hereunder; (iiik) Investments permitted by Borrower or any Loan Party as a result of the receipt of insurance and/or condemnation or expropriation proceeds in accordance with the Loan Documents; and (l) Investments (including debt obligations i) received as a result of the bankruptcy or reorganization of any Person or taken in settlement of or other resolution of claims or disputes or (ii) in securities of customers and Equity Interests) suppliers received in connection with the bankruptcy or reorganization of suppliers and customers of, or in settlement of delinquent obligations of, or other accounts and bona fide disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investmentsuppliers, and, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entitycase, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (includingextensions, without limitation, purchases of inventory in the ordinary course of business modifications and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;renewals thereof.

Investments. Such Credit Party shall not, nor shall it permit any of its Subsidiaries to, directly or indirectly, make any Acquisition or hold or make any Investment in any other Person, except: (ia) held Investments in existence on the Effective Date and commitments to make Investments existing on the Effective Date and listed on Schedule 7.03; (b) Investments consisting of non-cash consideration received in connection with a Disposition not prohibited by the Borrower or such Subsidiary in the form of cash and Cash Equivalents,Loan Documents; (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iiic) Investments (including debt obligations and Equity Interestsi) received in connection with the bankruptcy or reorganization of customers and suppliers and customers in the ordinary course of business or in settlement of delinquent obligations of, or and other disputes with, customers and or suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, Investment and (ii) consisting of the purchase or acquisition of securities from customers as a result of legal proceedings or regulatory requirements or settlements in each case only to the extent reasonably necessary in order to prevent or limit loss,ordinary course of business; (ivd) Investments consisting of Contingent Obligations permitted by Section 7.01 or Indebtedness permitted by Section 7.01; (e) Investments in any Special Entity, so long Cash Equivalents and other assets to be used as collateral in each case accordance with Section 7.02; (f) Investments in Eligible Investments; provided that such Investments are shall be made solely for investment purposes for the investment portfolio of the Borrower or any Subsidiary in accordance with its Investment Policy; (Ag) Investments by the Borrower or any Subsidiary in the Borrower or any Subsidiary; (h) security deposits or pledges held or made in the ordinary course of business; (i) loans and advances in the ordinary course of business to fund operating expenses employees for moving, relocation, travel or business purposes, in each case subject to compliance with the Requirements of Law not to exceed $500,000 in the aggregate outstanding at any time; (includingj) Permitted Swap Obligations; (k) Permitted Acquisitions; (l) Investments held by any Person acquired by the Borrower or any Subsidiary after the Effective Date or of any Person merged into the Borrower or merged, without limitationamalgamated or consolidated with a Subsidiary in connection with a Permitted Acquisition after the Effective Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, purchases merger or consolidation and were in existence on the date of inventory such acquisition, merger or consolidation; (m) Repurchase Agreements and Repurchase Transactions; (n) extensions of trade credit, the leasing of any asset and the licensing or contribution of intellectual property pursuant to joint marketing arrangements with other Persons, in each case in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practicesbusiness; and (vio) Investments not otherwise permitted hereby in an aggregate amount expended not to exceed 2.50% of the CoBank Equities Net Worth of the Borrower and its consolidated Subsidiaries (determined as of the date of the making of any other stock or securities of, or Investments in, CoBank or investment services or programs;such Investment).

Investments. Holdings will not, and will not permit any of its Subsidiaries to, purchase, make, incur, assume or permit to exist any Investment in any other Person, except: (ia) held by Investments existing on the Borrower Closing Date and identified in Schedule 7.05(a) and restructurings or exchanges in respect of any such Subsidiary in Investment that do not increase the form principal amount of cash such Investment; (b) Cash and Cash Equivalents,; (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iiic) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers of, or in settlement of delinquent obligations of, or other accounts and disputes with, customers and suppliers arising suppliers, in each case in the ordinary course of business; (d) Investments consisting of any deferred portion of the sales price received by any Subsidiary in connection with any Disposition permitted under Section 7.11; (e) Investments by way of contributions to capital or purchases of Capital Securities by Holdings in any Subsidiary or by any Subsidiary in any other Subsidiary; provided that, the aggregate amount of intercompany loans made pursuant to Section 7.02(f)(ii) and Investments under this Section 7.05(e) made by Loan Parties in Subsidiaries that are not Loan Parties shall not exceed the amount set forth in clause Section 7.02(f)(ii) at any time; (f) Investments constituting (i) accounts receivable arising, (ii) trade debt granted, or (iii) deposits made in connection with the purchase price of goods or services, in each case in the ordinary course of business; (g) Investments in Capital Securities constituting Permitted Acquisitions; provided that (i) each such Investment shall result in the acquisition of a wholly owned North American Subsidiary and (ii) the Consolidated Leverage Ratio as of the period of four consecutive Fiscal Quarters most recently ended prior to the date of such Permitted Acquisition is, after giving pro forma effect to such Permitted Acquisition, at least .25 less than is otherwise required pursuant to Section 7.04(a) at the time of such Permitted Acquisition; (h) Investments constituting Secured Hedge Agreements; (i) Guarantees permitted by Section 7.02; (j) loans and advances (i) to employees (including drivers of Motor Vehicles) of Holdings or any of its Subsidiaries in the ordinary course of business or upon (including for travel, fuel costs, tolls, entertainment and relocation expenses) and (ii) to non-employee owner/operators of Motor Vehicles in the foreclosure with respect to any secured Investment or ordinary course (in the nature of advances for fuel costs, tolls, repairs and other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss,similar ordinary course items); (ivk) Capital Expenditures permitted by Section 7.07; (l) intercompany loans permitted by Sections 7.02(f) and (g); (m) Investments made in any Special Entity, so long as in each case such Investments are connection with Permitted Acquisitions permitted by clause Section 7.10(b); (An) made Hedging Obligations permitted by Section 7.02(k); (o) loans and advances in the ordinary course of business (i) to fund operating expenses finance the purchase or lease of Motor Vehicles or other equipment by non-employee owner/operators or similar individuals performing services for Holdings or its Subsidiaries, provided that (includingx) Holdings or such Subsidiary has a Lien on the Motor Vehicles or other equipment purchased or leased and (y) the purchase of any such Motor Vehicles or other equipment are included as Capital Expenditures for the purposes of Section 7.07 and (ii) to finance tuition costs of student/trainees enrolled in driver training academies of the Borrower or one of its Subsidiaries; (p) Investments made in a Captive Insurance Company, without limitation, purchases in an amount not to exceed the minimum amount of inventory capitalization required pursuant to regulatory capital requirements; (q) Investments in the ordinary course a Receivables Subsidiary or in any Persons by a Receivables Subsidiary in connection with a Qualified Receivables Transaction; (r) Investments incurred as a result of business and capital expenditures incurred prepayments of Indebtedness not restricted by Section 7.08; or (s) other Investments in the ordinary course of business consistent with past practices but only an amount not to exceed $80,000,000 at any time outstanding; provided that to the extent they are Ordinary any Investment is made by Holdings or its Subsidiaries in less than 100% of the the Capital Expenditures) Securities of any Person, and Holdings or any of its Subsidiaries subsequently acquires the remainder of the Capital Securities of such Special EntityPerson, such Investment shall no longer be considered a use of this clause (s) so long as, at the time of the acquisition of the remainder of such Capital Securities, the acquisition of 100% of the Capital Securities of such Person would be permitted as a Permitted Acquisition under Section 7.05(g); provided, however, that (i) any Investment which when made complies with the requirements of the definition of the term “Cash Equivalent” may continue to be held notwithstanding that such Investment if made thereafter would not comply with such requirements, and (ii) no Investment otherwise permitted by clause (g), (Bm) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (IIs) otherwise shall be permitted to be made pursuant to agreements, documents if any Default has occurred and is continuing or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;would result therefrom.

Investments. (i) held by the Borrower will not, and will not permit any Credit Party to, purchase, hold or such Subsidiary in the form of cash and Cash Equivalents, (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments acquire (including debt obligations and Equity Interestspursuant to any merger with any Person that was not a Wholly-Owned Subsidiary prior to such merger) received in connection with any capital stock, evidences of indebtedness or other securities (including any option, warrant or other right to acquire any of the bankruptcy foregoing) of, make or reorganization of suppliers and customers permit to exist any loans or in settlement of delinquent advances to, Guarantee any obligations of, or make or permit to exist any investment or any other disputes withinterest in, customers any other Person, or purchase or otherwise acquire (in one transaction or a series of transactions) (x) all or substantially all of the property and suppliers arising assets or business of another Person or (y) any assets of any other Person constituting a business unit, except: (a) Permitted Investments; (b) investments by Borrower and its Subsidiaries in the ordinary course Capital Stock of business its Restricted Subsidiaries that are Guarantors; (c) loans or upon the foreclosure with respect advances made by Borrower to any secured Investment Restricted Subsidiary and made by any Subsidiary to Borrower or any other transfer Restricted Subsidiary that is a Guarantor; (d) Guarantees constituting Debt permitted by Section 5.1; (e) investments consisting of title with respect to any secured Investment, in each case only Swap Contracts to the extent reasonably necessary in order to prevent or limit loss,permitted under Section 5.6; (ivf) in any Special Entity, so long as in each case such Investments are (A) made loans or advances to employees in the ordinary course Ordinary Course of business to fund operating expenses (including, without limitation, purchases Business in an aggregate amount for all employees of inventory in the ordinary course of business Borrower and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 750,000 at any one time outstanding; (g) trade credits and accounts arising in the aggregate at any time outstanding or Ordinary Course of Business; (IIh) otherwise investments made as a result of the receipt of non-cash considerations from a disposition that was made pursuant to and in compliance with this Agreement; (i) investments made in any debtor of Borrower or any Restricted Subsidiary as a result of the receipt of stock, obligations or securities in settlement of debts created in the Ordinary Course of Business and owing to Borrower or any Restricted Subsidiary; (j) investments made pursuant to the requirements of farm-out, farm in, unit, joint operating, unit operating, joint venture, area of mutual interest and other oil and gas agreements, documents gathering systems, pipelines or other instruments pursuant similar or customary arrangements entered into the Ordinary Course of Business (including advances to which the operators under operating agreements entered into by Borrower or any Subsidiary in the Ordinary Course of Business); provided that any such Subsidiary single investment in excess of $20,000,000 shall have a commitment to fund be approved by the Board of Directors of Borrower; (k) investments made in connection with the purchase, lease, or other acquisition of tangible assets of any Person and investments made in respect connection with the purchase, lease or other acquisition of which the Borrower shall, upon the request all or substantially all of the Administrative Agentbusiness, use commercially reasonable efforts of any Person, or all of the capital stock or other equity interests of any Person (provided that such Person becomes a Guarantor), or any division, line of business or business unit of any Person (including (i) by the merger or consolidation of such Person into Borrower or any Guarantor or by the merger of a Restricted Subsidiary into such Person and (ii) the purchase of proved reserves); (l) investments held by a Person acquired (including by way of merger, amalgamation or consolidation) after the Closing Date to cause the Administrative Agentextent that such Investments were not made in contemplation of or in connection with such acquisition, for the benefit of itself merger, amalgamation or consolidation and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following were in existence on the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one handacquisition, and the administrative agent on behalf of the lenders under the Parent Credit Agreementmerger, the Parent Term Loan Facility amalgamation or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000consolidation; (vm) Investments consisting repurchase of extensions Capital Stock deemed to occur upon exercise of credit stock options or warrants if such Capital Stock represents a portion of the exercise price or such options or warrants or the payment of withholding taxes through the issuance of Capital Stock; (n) the purchase of fractional shares arising out of stock dividends, splits or combinations or business combinations; (o) any other investments in any Person having an aggregate fair market value (measured on the nature date each such investment was made and without giving effect to subsequent changes in value), when taken together will all other investments made pursuant to this clause (o) do not exceed $5,000,000 outstanding at any time; (p) investments outstanding as of accounts receivable the Closing Date in Unrestricted Subsidiaries and listed on Schedule 5.8; (q) investments, loans, advances and acquisitions in exchange for, or notes receivable arising out of the net cash proceeds from the grant sale of, Capital Stock of trade credit in Borrower issued after the ordinary course of business and consistent with past practicesClosing Date; (r) [reserved]; and (vis) Dispositions permitted by Section 5.7 to the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;extent constituting Investments.

Investments. (i) held by the Borrower It will not, and will not permit any of its Subsidiaries to, make, directly or such Subsidiary in the form of cash and Cash Equivalents,indirectly, or permit to remain outstanding any Investments except: (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iiia) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following on the date of any such Investment under this subclause (II) (hereof and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but identified in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000Schedule 9.05; (vb) Investments consisting of operating deposit accounts with banks; (c) extensions of credit in the nature of accounts receivable or notes receivable arising from the grant sales of trade credit goods or services in the Ordinary Course of Business; (d) Permitted Cash Equivalent Investments; (e) Investments by Borrower or a Subsidiary in any Subsidiary Guarantor or any Subsidiary acquired in a Permitted Acquisition; (f) Hedging Agreements entered into in the ordinary course of business Borrower’s financial planning solely to hedge interest rate risks (and consistent not for speculative purposes) in respect of Permitted Indebtedness; (g) Investments consisting of prepaid expenses, negotiable instruments held for collection or deposit, security deposits with past practicesutilities, landlords and other like Persons, and deposits in connection with workers compensation and similar deposits, in each case made in the Ordinary Course of Business; (h) forgivable and non-forgivable employee loans, travel advances and guarantees in accordance with Borrower’s usual and customary practices with respect thereto (if permitted by applicable law) which in the aggregate shall not exceed $250,000 outstanding at any time (or the Equivalent Amount in other currencies); (i) Investments received in connection with any Insolvency Proceedings in respect of any customers, suppliers or clients and in settlement of delinquent obligations of, and other disputes with, customers, suppliers or clients; (j) Investments as part of a Permitted Commercialization Arrangement, provided that the value of the cash and tangible property components of such Investment shall not exceed $2,500,000 in the aggregate at any time outstanding (or such higher threshold as consented to by Majority Lenders, such consent not to be unreasonably withheld) for all such Permitted Commercialization Arrangements taken together; (k) other Investments in an aggregate principal amount not to exceed $250,000 at any time outstanding; and (vil) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;permitted under Section 9.03.

Investments. (i) held by the Borrower Such Obligor will not, and will not permit any of its Subsidiaries to, make, directly or such Subsidiary in the form of cash and Cash Equivalents,indirectly, or permit to remain outstanding any Investments except: (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iiia) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following on the date of any such Investment under this subclause (II) (hereof and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but identified in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000Schedule 9.05; (vb) Investments consisting of operating deposit accounts with banks; (c) extensions of credit in the nature of accounts receivable or notes receivable arising from the grant sales of trade credit goods or services in the ordinary course of business business; (d) Permitted Cash Equivalent Investments; (e) Investments by any Obligor in Borrower’s wholly-owned Subsidiary Guarantors (for greater certainty, Borrower shall not be permitted to have any direct or indirect Subsidiaries that are not wholly-owned Subsidiaries); (i) Investments by any Obligor in any Subsidiary of Borrower that is not a Subsidiary Guarantor, when added to Asset Sales permitted in reliance on Section 9.09(d)(ii), not exceeding $1,500,000 in the aggregate at any time; and consistent (ii) Investments by any Subsidiary of Borrower that is not a Subsidiary Guarantor in another Subsidiary of Borrower that is not a Subsidiary Guarantor; (g) Hedging Agreements permitted under Section 9.01(l); (h) Investments consisting of security deposits with past practicesutilities and other like Persons made in the ordinary course of business; (i) employee loans, travel advances and guarantees in accordance with Borrower’s usual and customary practices with respect thereto (if permitted by applicable law) which in the aggregate shall not exceed $25,000 outstanding at any time (or the Equivalent Amount in other currencies); (j) Investments received in connection with any Insolvency Proceedings in respect of any customers, suppliers or clients and in settlement of delinquent obligations of, and other disputes with, customers, suppliers or clients; (k) Investments permitted under Section 9.01 or 9.03; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;

Investments. (i) held by the The Borrower will not, and will not permit any of its Subsidiaries to, purchase, make, incur, assume or such Subsidiary permit to exist any Investment in the form of cash and Cash Equivalents,any other Person, except: (iia) made Investments existing on the Closing Date and identified in Item 7.2.5(a) of the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices,Disclosure Schedule; (iiib) Cash Equivalent Investments; (c) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers of, or in settlement of delinquent obligations of, or other accounts and disputes with, customers and suppliers arising suppliers, in each case in the ordinary course of business; (d) Investments consisting of any deferred portion of the sales price received by the Borrower or any Subsidiary in connection with any Disposition permitted under Section 7.2.10; (e) Investments by way of contributions to capital or purchases of Capital Securities (i) by the Borrower in any Subsidiaries or by any Subsidiary in other Subsidiaries; or (ii) by any Subsidiary in the Borrower; (f) Investments constituting (i) accounts receivable arising, (ii) trade debt granted, or (iii) deposits made in connection with the purchase price of goods or services, in each case in the ordinary course of business; (g) Investments by way of the acquisition of Capital Securities constituting Permitted Acquisitions permitted under clause (d) of Section 7.2.9; provided that, such Investments shall result in the acquisition of a wholly owned Subsidiary; (h) intercompany loans, advances or guaranties among the Borrower and its Subsidiaries, all to the extent permitted by clause (f) of Section 7.2.2 and clause (e) of this Section 7.2.5; (i) Capital Expenditures reasonably incurred in the ordinary course of business; (j) loans or advances to employees, officers or directors in the ordinary course of business of the Borrower or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investmentits Subsidiaries, in each case only to as permitted by Applicable Law, including Section 402 of the extent reasonably necessary in order to prevent or limit loss, (iv) Sarbanes Oxley Act of 2002, but in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business event not to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of exceed $25,000,000 115,000 in the aggregate at any time; (k) Investments in U.S. Persons (other than Obligors or any Person owning, controlling or managing, directly or indirectly an Obligor) that are not Subsidiaries in an aggregate amount not to exceed $1,150,000 at any time outstanding or outstanding; (II1) otherwise other Investments (other than Investments made pursuant to agreements, documents or other instruments pursuant the Equity Contribution) in an amount not to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting 1,150,000 over the term of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practicesthis Agreement; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;provided that,

Investments. Make any Investments, except: (ia) held by the Borrower or such Subsidiary Investments in the form of cash and or Cash Equivalents,; (b) Investments outstanding on the Closing Date and set forth in Schedule 8.02 and any renewals, refinancing, amendments, replacements or extensions thereof that do not increase the amount thereof; (i) Investments in any Person that is a Loan Party prior to giving effect to such Investment and (ii) made in the ordinary course Investments by a Loan Party or any Subsidiary of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) a Loan Party in any Special EntityPerson that is not a Loan Party, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall provided that the aggregate amount of all such Investments made under this subclause (II) does not exceed $50,000,0001,000,000 in the aggregate during the term of this Agreement; (vd) Investments by any Subsidiary that is not a Loan Party in any other Subsidiary that is not a Loan Party; (e) Investments by SWY or any of its Subsidiaries consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary in order to prevent or limit loss; (f) Guarantees permitted by Section 8.03; (g) solely with respect to SWY and its Subsidiaries, Permitted Acquisitions; (h) lease, utility and similar deposits made in the ordinary course of business of the Borrower and its Subsidiaries, including investments consisting of pledges and deposits permitted under Section 8.01(f); (i) contingent obligations with respect to any Swap Contract or hedging agreements otherwise permitted by this Agreement; (j) loans or advances to customers of SWY or any Subsidiary in an aggregate amount not to exceed $250,000 at any one time outstanding; (k) loans or advances to employees, officers and directors for business, travel and entertainment expenses in the ordinary course of business consistent with past practicespractice; (l) prepaid expenses in the ordinary course of business consistent with past practice; (m) the creation of new Subsidiaries so long as the formation of such Subsidiary has complied with the requirements of Sections 7.12 or will comply therewith prior to the deadlines provided therein; (n) Investments received in connection with the bankruptcy or reorganization of suppliers or customers or other Persons and in settlement of delinquent obligation of, and disputes with, any such supplier, customer or other Person or upon foreclosure with respect to any secured Investment or other transfer of title with respect to such secured Investment; (o) Investments of a Subsidiary acquired after the Closing Date to the extent that such Investments were made prior to, and not made in contemplation or in connection with, such acquisition, merger or consolidation; (p) Investments constituting non-cash proceeds of sales, transfers and other dispositions of assets to the extent permitted under Section 8.05; (q) [reserved]; (r) Indebtedness to the extent permitted under Section 8.03 (other than Section 8.03(c)); and (vis) Investments of a nature not contemplated in the CoBank Equities foregoing clauses in an amount not to exceed with respect to the Loan Parties and their Subsidiaries, $5,000,000 in the aggregate at any other stock or securities of, or Investments in, CoBank or investment services or programs;time outstanding.

Investments. Make any Investments, except: (ia) Investments held by the Borrower or such Subsidiary in the form of cash and Cash Equivalents,; (iib) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit advances to officers, directors and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices employees of the Borrower, its Borrower and Subsidiaries and such Special Entities and (C) either (I) in an aggregate amount not in excess of to exceed $25,000,000 in the aggregate 500,000 at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agentoutstanding, for the benefit of itself travel, entertainment, relocation and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000analogous ordinary business purposes; (vc) Investments of the Borrower in any wholly-owned Subsidiary and Investments of any Subsidiary in the Borrower; (d) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary in order to prevent or limit loss; (e) Guarantees permitted by Section 7.03; (f) intercompany loans made by the Borrower to Guarantors, among Guarantors or to the Borrower from its Subsidiaries; (g) Investments in the form of acquisitions of (i) all or substantially all of the business or a line of business (whether by the acquisition of capital stock, assets or any combination thereof) of any other Person, or (ii) all or any portion of the equity ownership interests of a Joint Venture Subsidiary not owned by the Borrower or any Subsidiary thereof (any of the acquisition described in the foregoing clauses (i) and consistent (ii), a “Permitted Acquisition”); provided that (1) no Default or Event of Default shall have occurred and be continuing both immediately before and after giving effect to the acquisition, (2) the Borrower shall have complied with past practicesSection 6.15 and (3) in the case of any acquisition where the aggregate consideration exceeds $100,000,000, the Borrower shall have delivered to the Administrative Agent a Compliance Certificate dated as of the closing date of the acquisition demonstrating, in form and substance reasonably satisfactory thereto, the pro forma compliance, immediately before and after the closing date of the acquisition, with the Consolidated Leverage Ratio covenant contained in Section 7.14(b); (h) Investments in connection with the financing of equipment permitted under Section 7.03; (i) Investments constituting capital expenditures; (j) Investments (i) existing on the Closing Date and listed on Schedule 7.02, or (ii) existing on the Closing Date in Subsidiaries existing on the Closing Date; (k) Investments of the Borrower in Joint Venture Subsidiaries made for the purpose of either owning, operating or managing a Restaurant; and (vil) the CoBank Equities and any other stock Investments (foreign or securities ofdomestic, other than acquisitions governed by Section 7.02(g)) so long as the aggregate amount of all such Investments, determined as of each date on which any such Investment is first made, does not exceed fifteen percent (15%) of Consolidated Tangible Net Worth; provided, that the amount of any Investment shall be reduced by all cash dividends, distributions or Investments in, CoBank other payments in respect thereof received by the Borrower or investment services or programs;a Guarantor.

Investments. (i) held by the Borrower It will not, and will not permit any of its Subsidiaries to, make, directly or such Subsidiary in the form of cash and Cash Equivalents,indirectly, or permit to remain outstanding any Investments except: (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iiia) Investments (including debt obligations outstanding on the date hereof and Equity Interests) received identified in connection with the bankruptcy Schedule 9.05 and any modification, replacement, renewal or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only extension thereof to the extent reasonably necessary in order to prevent not involving new or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000additional Investments; (vb) Investments consisting of operating deposit accounts with banks; (c) extensions of credit in the nature of accounts receivable or notes receivable arising from the grant sales of trade credit goods or services in the Ordinary Course of Business; (d) Permitted Cash Equivalent Investments (or were Permitted Cash Equivalents at the time acquired); (i) Investments consisting of 100% of the ownership of the Equity Interests of its Subsidiaries and (ii) intercompany Investments by a Borrower or a Subsidiary in any Subsidiary Guarantor; (f) Hedging Agreements entered into in the ordinary course of business any Obligor’s financial planning solely to hedge interest rate risks (and consistent not for speculative purposes) in respect of Permitted Indebtedness and in aggregate amount for all such Hedging Agreements not in excess of $500,000; (g) Investments consisting of prepaid expenses, negotiable instruments held for collection or deposit, security deposits with past practicesutilities, landlords and other like Persons, and deposits in connection with workers’ compensation and similar deposits, in each case made in the Ordinary Course of Business; (h) Investments received in connection with any Insolvency Proceedings in respect of any customers, suppliers or clients and in settlement of delinquent obligations of, and other disputes with, customers, suppliers or clients; (i) Investments permitted under Section 9.01(c) and Section 9.03; (j) Investments consisting of notes receivable of, or prepaid royalties and other credit extensions, to customers and suppliers who are not Affiliates, in the Ordinary Course of Business; (k) Investments consisting of (i) travel advances and employee relocation loans and other employee loans and advances in the Ordinary Course of Business, and (ii) loans to employees, officers or managers relating to the purchase of equity securities of Intermediate Holdings or its Subsidiaries pursuant to employee stock purchase plans or agreements in an aggregate amount not to exceed $250,000 for subclauses (i) and (ii) in any fiscal year; (l) non-cash Investments in joint ventures or strategic alliances in the Ordinary Course of Business consisting of the non-exclusive licensing of technology, the development of technology or the providing of technical support; (m) Investments consisting of loans not involving the net transfer on a substantially contemporaneous basis of cash proceeds to employees, officers or directors relating to the purchase of capital stock of the Administrative Borrower pursuant to employee stock purchase plans or other similar agreements, as approved by Administrative Borrower’s board of directors and not to exceed $500,000 in the aggregate; (n) so long as no Default or Event of Default shall occurred and is continuing, Investments (i) in Foreign Subsidiaries in an aggregate amount not to exceed, together with Indebtedness of Foreign Subsidiaries pursuant to Section 9.01(c) and transfers of property to Foreign Subsidiaries made pursuant to Section 9.09(f)(iii), $250,000 in any fiscal year and (ii) in Subsidiaries which are not Obligors, in an aggregate amount not to exceed, together with Indebtedness of Subsidiaries which are not Obligors pursuant to Section 9.01(c) and transfers of property to Subsidiaries which are not Obligors made pursuant to Section 9.09(f)(iii), $100,000 in any fiscal year; provided that the amount of any intercompany Indebtedness owed by the payor to the payee and the corresponding amount of intercompany Investment made by the payee in such payor arising out of such intercompany Indebtedness shall only be counted once for purpose of determining the cap set forth above; and (vio) so long as no Default shall have occurred and is continuing at the CoBank Equities and any other stock or securities oftime of such Investment, or after giving effect thereto, other Investments in, CoBank or investment services or programs;in an amount not to exceed $500,000 in any fiscal year.

Investments. Neither the Borrower nor the Subsidiaries shall directly or indirectly, make any Investments, except: (ia) held Investments by the Borrower or any of its Subsidiaries in assets that were Cash Equivalents when such Investment was made; (b) Loans or advances to officers, directors, managers and employees of any Loan Party (or any direct or indirect parent thereof) or any of its Subsidiaries (i) for reasonable and customary business-related travel, entertainment, relocation and analogous ordinary business purposes, (ii) in connection with such Person’s purchase of Equity Interests of the Borrower or any direct or indirect parent thereof directly from such issuing entity (provided that the amount of such loans and advances shall be contributed to the Borrower in cash as common equity) and (iii) for any other purposes not described in the foregoing clauses (i) and (ii); provided that the aggregate principal amount outstanding at any time (x) under clause (ii) above shall not exceed $10,000,000 in the aggregate and (y) under clause (iii) above shall not exceed $10,000,000 in the aggregate; (c) Investments by the Borrower or any Subsidiary in any of the Borrower or any Subsidiary; provided that, in the case of any Investment by a Loan Party in a Subsidiary that is not a Loan Party, (i) the aggregate amount of such Investments made pursuant to this clause (c), when taken together with the aggregate amount of Investments made pursuant to the succeeding clause (z), shall not exceed the Available Non-Loan Party Investment Amount, (ii) such Investment is made for a bona fide business purpose and (iii) so long as no Event of Default is continuing or would result from such Investment; (d) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and other credits to suppliers in the ordinary course of business; (e) Investments (excluding loans and advances made in lieu of Restricted Payments pursuant to and limited by Section 7.02(m) below) consisting of transactions permitted under Sections 7.01, 7.03 (other than 7.03(c) and (d)), 7.04 (other than 7.04(c), (d) and (e)), 7.05 (other than 7.05(d) or (e)), 7.06 and 7.13, respectively; (f) Investments (i) existing or contemplated on the Closing Date and set forth on Schedule 7.02(f) (or, to the extent not listed on such Schedule 7.02(f), where the amount of such Investment is less than $5,000,000) and any modification, replacement, renewal, reinvestment or extension thereof and (ii) existing on the Closing Date by the Borrower or any Subsidiary in the form Borrower or any other Subsidiary and any modification, renewal or extension thereof; provided that, in each case, the amount of the original Investment is not increased except by the terms of such Investment as of the Closing Date and described on Schedule 7.02(f) or as otherwise permitted by this Section 7.02; (g) Investments in Swap Contracts permitted under Section 7.03; (h) promissory notes and other non-cash and Cash Equivalents,consideration received in connection with Dispositions permitted by Section 7.05 to an unaffiliated third party; (i) any acquisition of all or substantially all the assets of a Person, or any Equity Interests in a Person that becomes a Subsidiary or a division or line of business of a Person, in a single transaction or series of related transactions (including as a result of an Investment in any such Person so long as such other Person is merged, consolidated or otherwise combined with or into, or transfers or conveys all or substantially all of its assets to, a Loan Party); provided that (i) no Event of Default is continuing or would result therefrom, (ii) made the newly acquired business shall comply with Section 7.07 and (iii) (A) the property, assets and businesses acquired in such purchase or other acquisition shall be acquired by a Loan Party and/or (B) any such newly created or acquired Subsidiary shall become a Guarantor (any such acquisition, a “Permitted Acquisition”); (j) [reserved]; (k) Investments in the ordinary course of business consisting of Uniform Commercial Code UCC Article 3 endorsements for collection or deposit and Uniform Commercial Code UCC Article 4 customary trade arrangements with customers, in each case customers consistent with past practices,; (iiil) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment; (m) loans and advances to Holdings and any other direct or indirect parent of the Borrower made for a bona fide business purpose (and not for the purpose of effectuating any Liability Management Transaction), and not in each case only excess of the amount of (after giving effect to any other loans, advances or Restricted Payments in respect thereof) Restricted Payments to the extent reasonably necessary permitted to be made to such parent in order accordance with Sections 7.06(f), (g), (h) or (l) (it being understood that the amount of Restricted Payments permitted to prevent be made under Section 7.06(f), (g), (h) or limit loss,(l) shall be reduced by the amount of Investments made pursuant this clause (m)); (ivn) other Investments made for a bona fide business purpose (and not for the purpose of effectuating any Liability Management Transaction) in an aggregate amount outstanding pursuant to this clause (n) (valued at the time of the making thereof, and without giving effect to any Special Entitywrite downs or write offs thereof) at any time not to exceed the sum of (I) $250,000,000 plus (II) the Available Restricted Payments Amount plus (III) the Available Equity Amount plus (IV) an amount equal to any returns in cash and Cash Equivalents (including dividends, so long as interest, distributions, returns of principal, profits on sale, repayments, income and similar amounts) actually received by the Borrower or any Subsidiary in each case respect of any Investments made pursuant to Section 7.02(n) in an amount not to exceed the original cost of such Investments are Investment (other than (A) in respect of any Investment made in connection with or in contemplation of or with the intent to facilitate or enable the making of such Investment or (B) cash and Cash Equivalents received substantially concurrently with an Investment); provided, further, that any Investment in a Subsidiary that is not a Loan Party pursuant to this Section 7.02(n) shall not exceed $100,000,000 in the aggregate; (o) advances of payroll payments to employees in the ordinary course of business business; (p) Investments to fund operating expenses the extent that payment for such Investments is contemporaneously made solely with Equity Interests (includingother than Disqualified Equity Interests) of the Borrower (or any direct or indirect parent of the Borrower); (q) Investments of a Subsidiary acquired after the Closing Date or of a Person merged or amalgamated or consolidated into the Borrower or merged, without limitationamalgamated or consolidated with a Subsidiary in accordance with Section 7.04 after the Closing Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, purchases merger, amalgamation or consolidation and were in existence on the date of inventory such acquisition, merger or consolidation; (r) [reserved]; (s) [reserved]; (t) Guarantees by the Borrower or any of its Subsidiaries of leases (other than Capitalized Leases) or of other obligations that do not constitute Indebtedness, in each case entered into in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000business; (vu) Investments consisting the licensing and contribution of extensions of credit in the nature of accounts receivable intellectual property pursuant to bona fide joint venture arrangements with unaffiliated on-air or notes receivable arising from the grant of trade credit other talent providers in the ordinary course of business and consistent with past practicespractice; (v) Investments for a bona fide business purpose (and not for the purpose of effectuating any Liability Management Transaction) in an unaffiliated Person that is not a Subsidiary of Holdings to the extent that the payment for any such Investment is made with advertising or other media inventory; (w) [reserved]; (x) so long as no Default or Event of Default has occurred and is continuing or would result therefrom, the Borrower and its Subsidiaries may make Investments in an unlimited amount so long as the Consolidated Total Net Leverage Ratio calculated on a Pro Forma Basis is less than or equal to 3.50 to 1.00 calculated on a consolidated basis for the then most recent Test Period ended immediately preceding the date on which Investment is consummated; (y) Investments in bona fide joint ventures of the Borrower or any of its Subsidiaries existing on the Closing Date and set forth on Schedule 7.02(y); (z) Investments in joint ventures of Borrower or any of its Subsidiaries after the Closing Date made for a bona fide business purpose (and not for the purpose of effectuating any Liability Management Transaction); provided that, the aggregate amount of Investments made pursuant to this clause (z), when taken together with the aggregate amount of Investments made pursuant to the proviso to the foregoing clause (c), shall not exceed the Available Non-Loan Party Investment Amount (in each case, determined on the date such Investment is made, with the fair market value of each Investment being measured at the time made and without giving effect to subsequent changes in value); (aa) ▇▇▇▇▇▇▇ money deposits required in connection with Permitted Acquisitions (or similar Investments); and (vibb) contributions to a “rabbi” trust for the CoBank Equities benefit of employees or other grantor trusts subject to claims of creditors in the case of bankruptcy of the Borrower. For purposes of determining compliance with this Section 7.02, in the event that an item of Investment meets the criteria of more than one of the categories of Investments described in clauses (a) through (bb) above, the Borrower may, in its sole discretion, classify or later divide, classify or reclassify all or a portion of such item of Investment or any portion thereof in a manner that complies with this Section 7.02 and any will only be required to include the amount and type of such Investment in one or more of the above clauses. In the event that a portion of the Investments could be classified as incurred under a “ratio-based” basket (giving pro forma effect to the making of such Investments), the Borrower, in its sole discretion, may classify such portion of such Investment as having been incurred pursuant to such “ratio-based” basket and thereafter the remainder of the Investments as having been incurred pursuant to one or more of the other stock or securities of, or Investments in, CoBank or investment services or programs;clauses of this Section 7.02.

Investments. Neither the Borrower nor the Restricted Subsidiaries shall directly or indirectly, make or hold any Investments, except: (ia) held Investments by the Borrower or any of its Restricted Subsidiaries in assets that were Cash Equivalents when such Investment was made; (b) loans or advances to officers, directors and employees of any Loan Party (or any direct or indirect parent thereof) or any of its Subsidiaries (i) for reasonable and customary business-related travel, entertainment, relocation and analogous ordinary business purposes, (ii) in connection with such Person’s purchase of Equity Interests of Holdings or any direct or indirect parent thereof (provided that the amount of such loans and advances shall be contributed to the Borrower in cash as common equity) and (iii) for any other purposes not described in the foregoing clauses (i) and (ii); provided that the aggregate principal amount outstanding at any time under clause (iii) above shall not exceed $15,000,000; (c) Investments (i) by the Borrower or any Restricted Subsidiary in any Loan Party and (ii) by any Restricted Subsidiary that is not a Loan Party in any other Restricted Subsidiary that is not a Loan Party; (d) Investments (i) consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and (ii) received in satisfaction or partial satisfaction thereof from financially troubled account debtors and other credits to suppliers in the ordinary course of business; (e) Investments consisting of (x) transactions permitted under Sections 7.01, 7.03 (other than 7.03(c) and (d)), 7.04 (other than 7.04(d) and (e)) and 7.05 (other than 7.05(e)), (y) Restricted Payments permitted by Section 7.06 and (z) repayments or other acquisitions of Indebtedness of the Company or a Subsidiary Guarantor not prohibited by Section 7.13; (f) Investments (i) existing or contemplated on the Closing Date and set forth on Schedule 7.02(f) and any modification, replacement, renewal, reinvestment or extension thereof and (ii) existing on the Closing Date by the Borrower or any Restricted Subsidiary in the form Borrower or any other Restricted Subsidiary and any modification, renewal or extension thereof; provided that the amount of any original Investment under this clause (f) is not increased except by the terms of such Investment as of the Closing Date or as otherwise permitted by Section 7.02; (g) Investments in Swap Contracts permitted under Section 7.03; (h) promissory notes and other non-cash consideration received in connection with Dispositions permitted by Section 7.05; (i) any acquisition of all or substantially all the assets of, or all the Equity Interests (other than directors’ qualifying shares or any options for Equity Interests that cannot, as a matter of law, be cancelled, redeemed or otherwise extinguished without the express agreement of the holder thereof at or prior to acquisition) in, a Person or division or line of business of a Person (or any subsequent investment made in a Person, division or line of business previously acquired in a Permitted Acquisition), in a single transaction or series of related transactions, if immediately after giving effect thereto: (i) no Event of Default shall have occurred and Cash Equivalents, be continuing or would result therefrom (other than in respect of any Permitted Acquisition made pursuant to a legally binding commitment entered into at a time when no Default exists or would result therefrom); (ii) the Borrower and the Restricted Subsidiaries shall be in Pro Forma Compliance with the covenants set forth in Section 7.11 after giving effect to such acquisition or investment and any related transactions; (iii) any acquired or newly formed Restricted Subsidiary shall not be liable for any Indebtedness except for Indebtedness otherwise permitted by Section 7.03; (iv) to the extent required by the Collateral and Guarantee Requirement, (A) the property, assets and businesses acquired in such purchase or other acquisition shall constitute Collateral and (B) any such newly created or acquired Subsidiary (other than an Excluded Subsidiary or an Unrestricted Subsidiary (it being understood that the acquisition of an Unrestricted Subsidiary as part of a Permitted Acquisition shall be deemed to be an Investment made in reliance on a provision of this Section 7.02 other than this clause (i)) shall become Guarantors, in each case, in accordance with Section 6.11, and (v) the aggregate amount of such Investments by Loan Parties in assets that are not (or do not become) owned by a Loan Party or in Equity Interests in Persons that do not become Loan Parties upon consummation of such acquisition shall not exceed $75,000,000 (any such acquisition, a “Permitted Acquisition”); (j) Investments made in connection with the Transactions; (k) Investments in the ordinary course of business consisting of Uniform Commercial Code UCC Article 3 endorsements for collection or deposit and Uniform Commercial Code UCC Article 4 customary trade arrangements with customers, in each case customers consistent with past practices,; (iiil) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only ; (m) loans and advances to the extent reasonably necessary Borrower and any other direct or indirect parent of the Borrower, and not in order excess of the amount of (after giving effect to prevent any other loans, advances or limit loss,Restricted Payments in respect thereof) Restricted Payments permitted to be made to such parent in accordance with Section 7.06(f), (g) or (h); (ivn) other Investments (including in connection with Permitted Acquisitions as contemplated pursuant to Sections 7.02(i)(iv) and (i)(v)) (i) made prior to the Amendment No. 4 Effective Date pursuant to this clause (n) and (ii) made on or after the Amendment No. 4 Effective Date in an aggregate amount outstanding pursuant to this clause (n) (valued at the time of the making thereof, and without giving effect to any Special Entitywrite downs or write offs thereof) at any time not to exceed (x) $175,000,000 (net of any return in respect thereof, including dividends, interest, distributions, returns of principal, profits on sale, repayments, income and similar amounts) plus (y) the portion, if any, of the Cumulative Credit on the date of such election that the Borrower elects to apply to this subsection (y), such election to be specified in a written notice of a Responsible Officer of the Borrower calculating in reasonable detail the amount of Cumulative Credit immediately prior to such election and the amount thereof elected to be so long as applied; (o) advances of payroll payments to employees in each case such the ordinary course of business; (i) Investments are (A) made in the ordinary course of business and consistent with past practice in connection with obtaining, maintaining or renewing client contracts and loans or advances made to fund operating expenses (including, without limitation, purchases of inventory distributors in the ordinary course of business and capital expenditures incurred consistent with past practice and (ii) Investments to the extent that payment for such Investments is made solely with Equity Interests of the Borrower (or any direct or indirect parent of the Borrower); (q) Investments of a Restricted Subsidiary acquired after the Closing Date or of a corporation merged or amalgamated or consolidated into the Borrower or merged, amalgamated or consolidated with a Restricted Subsidiary, in each case in accordance with Section 7.04 after the Closing Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger, amalgamation or consolidation, do not constitute a material portion of the aggregate assets acquired by the Borrower and its Restricted Subsidiaries in such transaction and were in existence on the date of such acquisition, merger or consolidation; (r) Investments made by any Restricted Subsidiary that is not a Loan Party to the extent such Investments are financed with the proceeds received by such Restricted Subsidiary from an Investment in such Restricted Subsidiary contemplated pursuant to Section 7.02(n) or permitted under Section 7.02(i)(v); (s) Guarantees by the Borrower or any of its Restricted Subsidiaries of leases (other than Capitalized Leases) or of other obligations that do not constitute Indebtedness, in each case entered into in the ordinary course of business consistent with past practices but only business; and (t) loans and leases of animals to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, third parties for the benefit purposes of itself and the other Lendersexhibition, to have a perfected first Lien within thirty (30) days (storage or such longer time period breeding, as the Administrative Agent case may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one handbe, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit each case in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;.

Investments. (i) held by the Borrower or such Subsidiary in the form of cash and Cash Equivalents, (ii) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Existing Revolving Credit AgreementFacility, the Parent Revolving Credit Facility, the CoBank Borrower Term Loan Facility or the Revolving CoBank Parent Term Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;

Investments. Make any Investments, except (isubject in all respects to the Orders): (a) held Investments by the Borrower or such any Subsidiary in the form of cash and assets that were Cash Equivalents,Equivalents when such Investment was made; (iib) made loans or advances to officers, directors, managers, partners and employees of the Borrower or the Subsidiaries for reasonable and customary business-related travel, entertainment, relocation, customary fringe benefits and analogous ordinary business purposes; (c) asset purchases (including purchases of inventory, supplies and materials) or the non-exclusive licensing or contribution of intellectual property pursuant to joint marketing arrangements with other Persons, in each case in the ordinary course of business; (d) Investments by any Credit Party in any other Credit Party; (e) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors and other credits to suppliers in the ordinary course of business; (f) Investments consisting of L▇▇▇▇, Indebtedness, fundamental changes, Dispositions and Restricted Payments (other than, in each case, by reference to this Section 7.02) permitted under Section 7.01, Section 7.03, Section 7.04, Section 7.05 and Section 7.06, respectively; (g) Investments existing on the Closing Date and set forth on Schedule 7.02; (h) Investments in Swap Contracts permitted under Section 7.03(g); (i) promissory notes and other noncash consideration received in connection with Dispositions permitted by Section 7.05; (j) [reserved]; (k) [reserved]; (l) Investments in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case customers consistent with past practices,; (iiim) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss,; (ivn) in any Special Entity, so long as in each case such Investments are [reserved]; (Ao) made advances of payroll payments to employees in the ordinary course of business to fund operating expenses business; (includingp) [reserved]; (q) [reserved]; and (r) Guarantee Obligations of the Borrower or any Subsidiary in respect of leases (other than Capitalized Leases) or of other obligations that do not constitute Indebtedness, without limitation, purchases of inventory in each case entered into in the ordinary course of business and capital expenditures incurred business. If any Investment is made in any Person that is not a Subsidiary on the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) date of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries Investment and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise Person subsequently becomes a Subsidiary, such Investment shall thereupon be deemed to have been made pursuant to agreements, documents or other instruments Section 7.02(d) and to not have been made pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000; (v) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business and consistent with past practices; and (vi) the CoBank Equities and any other stock or securities of, or Investments in, CoBank or investment services or programs;clause set forth above.

Investments. Make any Investments, except: (ia) Investments held by the Borrower such Loan Party or such Subsidiary in the form of cash and Cash Equivalents,; (iib) made Investments existing as of the Closing Date and set forth in the ordinary course of business Schedule 8.02; (c) Investments consisting of Uniform Commercial Code Article 3 endorsements for collection advances or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customersloans to directors, officers, employees, agents, customers or suppliers in each case consistent with past practices, (iii) Investments an aggregate principal amount (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (Itype set forth in Schedule 8.02) not in excess of to exceed $25,000,000 in the aggregate 30,000,000 at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which the Borrower or such Subsidiary shall have a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000outstanding; (vd) Investments in any Person which is a Loan Party prior to giving effect to such Investment; (e) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit in the ordinary course of business, and Investments received in satisfaction or partial satisfaction thereof from financially troubled account debtors to the extent reasonably necessary in order to prevent or limit loss; (f) Guarantees constituting Indebtedness permitted by Section 8.03 (other than Section 8.03(c)), to the extent such Guarantees also constitute Investments; (g) [Reserved]; (h) Investments consisting of an Acquisition by the Borrower or any Subsidiary of the Borrower and (without double‑counting for purposes of determining compliance with the numerical limit applicable hereunder) Investments in Wholly‑Owned Subsidiaries to enable such Subsidiaries to make such Acquisitions; provided that (i) the Property acquired (or the Property of the Person acquired) in such Acquisition is used or useful in the same or a similar line of business as the Borrower and consistent its Subsidiaries were engaged in on the Closing Date (or any reasonable extensions or expansions thereof); (ii) in the case of an Acquisition of the Capital Stock of another Person, the board of directors (or other comparable governing body) of such other Person shall have duly approved such Acquisition; (iii) if the aggregate purchase price to be paid by the Borrower and/or its Subsidiaries in connection with past practicessuch Acquisition exceeds $50,000,000, the Borrower shall have delivered to the Administrative Agent a Pro Forma Compliance Certificate demonstrating that, upon giving effect to such Acquisition on a Pro Forma Basis, the Loan Parties would be in compliance with the financial covenants set forth in Section 8.11 as of the most recent fiscal quarter end with respect to which the Administrative Agent has received the Required Financial Information; (iv) no Default shall have occurred and be continuing both before and immediately after the time such Acquisition is consummated; (v) if such transaction involves the purchase of an interest in a partnership between the Borrower (or a Subsidiary of the Borrower) as a general partner and entities unaffiliated with the Borrower or such Subsidiary as the other partners, absent any adverse tax consequences for the Borrower or any Subsidiary, such transaction shall be effected by having such equity interest acquired by a holding Person directly or indirectly wholly‑owned by the Borrower and newly formed for the sole purpose of effecting such transaction; and (vi) the CoBank Equities aggregate consideration (including cash and non-cash consideration, any assumption of Indebtedness and any earn‑out payments, but excluding consideration consisting of (A) any Capital Stock of the Borrower issued to the seller of the Capital Stock or Property acquired in such Acquisition, (B) amounts not in excess of the aggregate cumulative proceeds of any Equity Issuance by the Borrower consummated subsequent to the Closing Date and not more than 365 days prior to the date that such Acquisition is consummated; provided that such amounts have not previously served as the basis for allowing a Restricted Payment pursuant to Section 8.06(d), any other stock Acquisition pursuant to this subsection (h)(vi) or securities ofany prepayment under Section 8.12(b)(ii), and (C) amounts not in excess of the aggregate cumulative proceeds of any Disposition, Excluded Disposition or Involuntary Disposition consummated subsequent to the Closing Date and not more than 365 days prior to the date that such Acquisition is consummated; provided that such amounts have not previously served as the basis for allowing a Restricted Payment pursuant to Section 8.06(d) or any other Acquisition pursuant to this subsection (h)(vi)) paid by the Consolidated Parties for all such Acquisitions occurring after the Closing Date (net, in the case of each such Acquisition, of return of capital received at or prior to the time of determination) shall not exceed $250,000,000; (i) Investments inmade with the proceeds of an Equity Issuance by the Borrower so long as the proceeds thereof are not otherwise required to be applied to the prepayment of the Loans pursuant to the terms of this Agreement; (j) Investments in a Receivables Financing SPC made in connection with a Permitted Receivables Financing; (k) Investments in Foreign Subsidiaries in an aggregate outstanding amount at any time for all such Investments made after the Closing Date pursuant to this subsection (k) not to exceed $25,000,000; (l) if at any time after the Closing Date Wireless LLC becomes a Joint Venture, CoBank additional Investments in Wireless LLC in an aggregate outstanding amount at any time for all such Investments made after the Closing Date pursuant to this subsection (l) not to exceed $25,000,000; (m) Investments in CBT and in any Subsidiary of CBT; (n) Investments in Excluded Subsidiaries consisting of Guarantees of operating leases entered into in the ordinary course of business or investment services of other obligations not constituting Indebtedness incurred in the ordinary course of business; (o) loans and advances by Loan Parties to Excluded Subsidiaries evidenced by promissory notes that have been pledged and delivered to the Administrative Agent in accordance with the terms of the Security Agreement; (p) Investments in Joint Ventures (in addition to Investments permitted pursuant to clauses (l), (n) and (o) above and any Wireless Disposition) in an aggregate outstanding amount at any time for all such Investments made after the Closing Date not to exceed $100,000,000; provided, however, that no more than $25,000,000 of such Investments may be made in Joint Ventures which are not Subsidiaries; (q) Investments by Subsidiaries which are Joint Ventures; (r) Investments in a Consolidated Party and/or by a Consolidated Party, in each case made in the form of intercompany debt and for cash management purposes in connection with cash management systems of the Borrower and its Subsidiaries; (s) to the extent constituting or programsresulting in an Investment, any Wireless Disposition; (t) other Investments not otherwise permitted by this Section 8.02 in an aggregate outstanding amount at any time for all such Investments made after the Closing Date pursuant to this subsection (t) not to exceed $50,000,000; and (u) any Eligible Reinvestment of the proceeds of any Involuntary Disposition in compliance with Section 2.05(b)(ii)(B) or of any Disposition as contemplated by Section 8.05(e)(vii). Notwithstanding any provision to the contrary set forth in this Agreement (including, without limitation, the definition of “Joint Venture” set forth in Section 1.01), the Disposition by any of the Consolidated Parties of any portion (but not all) of the Capital Stock of any Wholly Owned Subsidiary acquired or created after the Closing Date shall be deemed to constitute an Investment in a Joint Venture in an amount equal to the book value of the Capital Stock of such Person retained by the Consolidated Parties immediately after giving effect to such Disposition.

Investments. (i) held by The Borrower shall not, nor shall it permit any Subsidiary of the Borrower to make or such Subsidiary maintain, directly or indirectly, any Investment except for the following: (a) Investments existing on the Effective Date (after giving effect to the Transactions) and disclosed on Schedule 8.3 (Existing Investments); (b) Investments in the form of cash and Cash Equivalents, Equivalents held in a Deposit Account or a Control Account or otherwise in compliance with Section 7.13 (iiControl Accounts, Approved Deposit Accounts) made in the ordinary course of business consisting of Uniform Commercial Code Article 3 endorsements for collection or deposit and Uniform Commercial Code Article 4 customary trade arrangements with customers, in each case consistent with past practices, (iii) Investments (including debt obligations and Equity Interests) received in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only outside such accounts to the extent reasonably necessary in order to prevent or limit loss,permitted by Section 7.13(a) (Control Accounts, Approved Deposit Accounts); (ivc) Investments in any Special Entitypayment intangibles, so long chattel paper (each as in each case such Investments are (A) made defined in the ordinary course of business to fund operating expenses (includingUCC) and Accounts, without limitation, purchases of inventory in the ordinary course of business notes receivable and capital expenditures incurred similar items arising or acquired in the ordinary course of business consistent with the past practices but only practice of the Borrower and its Subsidiaries; (d) Investments received in settlement of amounts due to the extent they are Ordinary Capital ExpendituresBorrower or any Subsidiary of the Borrower effected in the ordinary course of business; (e) Investments by (i) the Borrower or any Guarantor in the Borrower or any other Guarantor or (ii) any Subsidiary of such Special Entity, (B) consistent with past practices the Borrower that is not a Guarantor in the Borrower or any other Subsidiary of the Borrower, its Subsidiaries and such Special Entities and ; (Cf) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which Investments by the Borrower or such Subsidiary shall have any Guarantor in a commitment to fund and in respect of which the Borrower shall, upon the request of the Administrative Agent, use commercially reasonable efforts to cause the Administrative Agent, for the benefit of itself and the other Lenders, to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000Permitted Acquisition; (vg) Investments consisting loans or advances to employees of extensions the Borrower or any Subsidiaries of credit in the nature of accounts receivable or notes receivable arising from the grant of trade credit Borrower in the ordinary course of business as presently conducted other than any loans or advances that would be in violation of Section 402 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act; provided, however, that the aggregate principal amount of all loans and consistent with past practicesadvances permitted pursuant to this clause (g) shall not exceed $500,000 at any time; (h) Guaranty Obligations permitted by Section 8.1 (Indebtedness); (i) Investments in promissory notes received in consideration for Asset Sales permitted by Section 8.4(f) (Asset Sales); and (vij) Investments not otherwise permitted hereby; provided, however, that the CoBank Equities and aggregate outstanding amount of all such Investments shall not, at any other stock or securities oftime, or Investments in, CoBank or investment services or programs;exceed $40,000,000.

Investments. No Credit Party shall, nor shall it permit any of its Restricted Subsidiaries to, directly or indirectly, make or own any Investment in any Person, including any Joint Venture, except: (a) Investments in Cash and Cash Equivalents; (i) held by equity Investments owned as of the Effective Date in any Subsidiary or Unrestricted Subsidiary and any Joint Venture and (ii) Investments made after the Effective Date in (x) Holdings, the Borrower or such any Restricted Subsidiary, (y) by any Subsidiary that is not a Credit Party in another Subsidiary that is not a Credit Party and (z) by any Subsidiary that is not a Credit Party in a Credit Party; (c) Investments (i) in any Securities received in satisfaction or partial satisfaction thereof from financially troubled account debtors and (ii) deposits, prepayments and other credits to suppliers made in the form ordinary course of cash business consistent with the past practices of the Borrower and Cash Equivalents,its Subsidiaries; (iid) Investments consisting of the purchase of the remaining Equity Interests in Joint Ventures in which the Borrower or a Restricted Subsidiary owned as of the Effective Date; (e) intercompany loans and guarantees to the extent permitted under Sections 6.1(b), 6.1(i), 6.1(m) and 6.1(n) and other Investments in Subsidiaries which are not Credit Parties; (f) Consolidated Capital Expenditures with respect to the Borrower and the Guarantors; (g) loans and advances to directors, officers and employees of the Borrower and its Subsidiaries (i) made in the ordinary course of business consisting in an aggregate principal amount not to exceed $25,000,000 and (ii) made in connection with such Person’s purchase of Uniform Commercial Code Article 3 endorsements for collection Equity Interests of the Borrower or deposit the direct parent of the Borrower (provided that such transaction is a non-cash transaction); (h) Permitted Acquisitions permitted pursuant to Section 6.8; (i) Investments described in Schedule 6.6 as of the Effective Date; (j) Interest Rate Agreements and Uniform Commercial Code Article 4 customary trade arrangements Currency Agreements which constitute Investments; (k) other Investments in an aggregate amount not to exceed the greater of (x) $275,000,000 and (y) 50% of Consolidated Adjusted EBITDA as of the last day of the most recently ended Test Period at any one time outstanding plus any unused amounts under the General RP Basket and the General Subordinated Debt Payments Basket as in effect immediately prior to the making of such Investment (the “General Investment Basket”) (which such amounts shall reduce the amount of the General RP Basket and the General Subordinated Debt Payments Basket); (l) other Investments in an aggregate amount not to exceed the Cumulative Amount as in effect immediately prior to the making of such Investment; provided that (other than with customersrespect to usages of clauses (i), in each case consistent with past practices, (iii) or (vii) of Cumulative Amount) immediately prior to, and after giving effect thereto, no Event of Default pursuant to Section 8.1(a), (f) or (g) shall have occurred and be continuing or would result; (m) other Investments (including debt obligations and in an aggregate amount not to exceed the Cumulative Equity Interests) received Amount as in connection with the bankruptcy or reorganization of suppliers and customers or in settlement of delinquent obligations of, or other disputes with, customers and suppliers arising in the ordinary course of business or upon the foreclosure with respect to any secured Investment or other transfer of title with respect to any secured Investment, in each case only effect immediately prior to the extent reasonably necessary in order to prevent or limit loss, (iv) in any Special Entity, so long as in each case such Investments are (A) made in the ordinary course of business to fund operating expenses (including, without limitation, purchases of inventory in the ordinary course of business and capital expenditures incurred in the ordinary course of business consistent with past practices but only to the extent they are Ordinary Capital Expenditures) making of such Special Entity, (B) consistent with past practices of the Borrower, its Subsidiaries and such Special Entities and (C) either (I) not in excess of $25,000,000 in the aggregate at any time outstanding or (II) otherwise made pursuant to agreements, documents or other instruments pursuant to which Investment; provided that the Borrower or such Subsidiary shall have a commitment delivered to fund and in respect Administrative Agent an officer’s certificate of which the Borrower shallan Authorized Officer, upon the request of the together with all relevant financial information reasonably requested by Administrative Agent, use commercially demonstrating in reasonable efforts detail the calculation of the Cumulative Equity Amount immediately prior to cause the Administrative Agent, for the benefit making of itself such Investment and the other Lenders, amount thereof elected to have a perfected first Lien within thirty (30) days (or such longer time period as the Administrative Agent may agree) following the date of any such Investment under this subclause (II) (and subject to an agreement among the Administrative Agent on behalf of the Lenders on the one hand, and the administrative agent on behalf of the lenders under the Parent Credit Agreement, the Parent Term Loan Facility or the Revolving Loan Facility, as applicable, on the other hand, regarding such Liens), but in no event shall the aggregate amount of all Investments made under this subclause (II) exceed $50,000,000be so applied; (vn) Investments consisting of extensions of credit in the nature of accounts receivable or notes receivable securities of trade creditors or customers that are received in settlement of bona fide disputes arising from the grant of trade credit in the ordinary course of business business; (o) to the extent constituting Investments, Permitted Liens and consistent Restricted Junior Payments permitted under Section 6.4; (p) guarantees of (i) leases (other than Capital Leases) or of other obligations that do not constitute Indebtedness, in each case entered into in the ordinary course of business, and (ii) Indebtedness to the extent permitted under Section 6.1 and other obligations of Credit Parties not prohibited hereunder; (q) promissory notes and other non-cash consideration that is permitted to be received in connection with past practicesdispositions permitted by Section 6.8; (r) loans and advances to the direct parent of the Borrower in lieu of, and not in excess of the amount of (after giving effect to any other loans, advances or Restricted Junior Payments in respect thereof), Restricted Junior Payments to the extent permitted to be made to such Person in accordance with Section 6.4; (s) advances of payroll payments to directors, officers, employees, members of management and consultants in the ordinary course of business; (t) Investments held by a Subsidiary acquired after the Effective Date or of a Person merged into, amalgamated with or consolidated into the Borrower or a Subsidiary in accordance with Section 6.8 after the Effective Date to the extent that such Investments were not made in contemplation of or in connection with such acquisition, merger, amalgamation or consolidation and were in existence on the date of such acquisition, merger, amalgamation or consolidation; (u) Indebtedness permitted by Section 6.1(w) and 6.1(r); (v) additional Investments provided that (i) the Total Net Leverage Ratio does not exceed 6.30:1.00 on a Pro Forma Basis as of the last day of the most recently ended Test Period and (ii) no Event of Default under Section 8.1(a), (f) or (g) shall have occurred and be continuing; (w) any Permitted Reorganization and any IPO Reorganization Transactions; (x) [reserved]; (y) Investments in Unrestricted Subsidiaries in an aggregate principal amount at any time outstanding not to exceed the greater of (x) $190,000,000 and (y) 35% of Consolidated Adjusted EBITDA as of the last day of the most recently ended Test Period (the “Unrestricted Subsidiaries Investment Basket”); and (viz) Investments in Similar Businesses in an aggregate principal amount at any time outstanding not to exceed the CoBank Equities greater of (x) $275,000,000 and (y) 50% of Consolidated Adjusted EBITDA as of the last day of the most recently ended Test Period. To the extent an Investment is permitted to be made by a Restricted Subsidiary directly in any Subsidiary or any other stock Person who is not a Credit Party (each such person, a “Target Person”) under any provision of this Section 6.6, such Investment may be made by advance, contribution or securities distribution by a Credit Party to a Subsidiary or Holdings, which is further contemporaneously advanced or contributed to a Subsidiary for purposes of making the relevant Investment in the Target Person without such initial advance, contribution or distribution constituting an Investment for purposes of this Section 6.6 (it being understood that such ultimate Investment in the Target Person must satisfy the requirements of, or Investments and shall count towards any thresholds in, CoBank a provision of this Section 6.6 as if made by the applicable Subsidiary directly to the Target Person). For purposes of this Section 6.6, the amount of any Investment shall be the amount actually invested, without adjustment for subsequent increases or investment services decreases in the value of such Investment (including any write-downs or programs;write-offs thereof) but giving effect to any cash returns or cash distributions received by such Person with respect thereto in an amount not to exceed the original amount of such Investment. Notwithstanding the foregoing, in no event shall any Credit Party make any Investment which results in or facilitates in any manner any Restricted Junior Payment not otherwise permitted under the terms of Section 6.4.