Common use of Use of Proceeds; Margin Regulations Clause in Contracts

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness and for general corporate purposes and in compliance with all laws referenced in Section 5.16. No part of the proceeds from the sale of the Bonds hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 2% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 2% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes hereunder to repay existing outstanding indebtedness and for general corporate purposes and in compliance with all laws referenced in Section 5.16(including acquisitions). No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes to repay existing indebtedness Debt and for general corporate purposes and in compliance with all laws referenced in Section 5.16. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 2% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 2% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness and Notes hereunder for the general corporate purposes of the Company and its Subsidiaries and as otherwise set forth in compliance with all laws referenced in Section 5.16the section of the _______ entitled “__________”. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 2___% of the value of the consolidated assets of the Company and its Subsidiaries subsidiaries and the Company does not have any present intention that margin stock will constitute more than 2___% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds hereunder to repay refinance existing indebtedness Indebtedness and for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes to repay refinance existing indebtedness Indebtedness and for other general corporate purposes and in compliance with all laws referenced in Section 5.16of the Company. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 225% of the value of the consolidated total assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 225% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes to repay refinance existing indebtedness Indebtedness of the Company and its Subsidiaries and for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, and no part of the proceeds of such Indebtedness was used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 21% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 225% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness and Notes hereunder for general corporate purposes of the Company and in compliance with all laws referenced in Section 5.16its Subsidiaries, including repayment of existing indebtedness of the Company and its Subsidiaries. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25.00% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25.00% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will intends to apply the proceeds of the sale of the Bonds to repay existing indebtedness Indebtedness and for general corporate purposes and purposes, as disclosed in compliance with all laws referenced in Section 5.16the Memorandum. No part of the proceeds from the sale of the Bonds hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 2% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 2% of the value of such assets. As used in this SectionSection 5.14, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.U. Section 5.15.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes hereunder to acquire new properties and repay amounts outstanding on an existing indebtedness and for general corporate purposes and in compliance with all laws referenced in Section 5.16credit facility. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes to repay existing indebtedness Indebtedness and for other general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the United States Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company either Obligor in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 225% of the value of the consolidated assets of the Company Guarantor and its Subsidiaries and the Company Guarantor does not have any present intention that margin stock will constitute more than 225% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company Obligors will apply the proceeds of the sale of the Bonds Notes to repay existing indebtedness refinance Debt of the Company as set forth in Schedule 5.14 and for general corporate purposes purposes, including repurchases of the Company’s Capital Stock and in compliance with all laws referenced in Section 5.16business or asset acquisitions. No part of the proceeds from the sale of the Bonds hereunder Notes will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221) so as to involve any Obligor or any holder of Notes in a violation of such Regulation (or so as to require any holder of Notes to make any filing under such Regulation), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company any Obligor in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 210% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does Obligors do not have any present intention that margin stock will constitute more than 210% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Series ______ Notes to repay existing indebtedness ______________________________ and for other general corporate purposes and in compliance with all laws referenced in Section 5.16of the Company. No part of the proceeds from the sale of the Bonds hereunder Series ______ Notes pursuant to the _____ Supplement will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 2__% of the value of the consolidated total assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 2__% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will intends to apply the proceeds of the sale of the Bonds to repay existing indebtedness Indebtedness and for general corporate purposes and purposes, as disclosed in compliance with all laws referenced in Section 5.16the Memorandum. No part of the proceeds from the sale of the Bonds hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 2% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 2% of the value of such assets. As used in this SectionSection 5.14, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.U. Section 5.15.

Use of Proceeds; Margin Regulations. The Company Obligors will apply the proceeds of the sale of the Bonds Series 2008A Notes to repay refinance existing indebtedness Indebtedness and for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds Series 2008A Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company any Obligor in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and none of the Company does not have Obligors has any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes hereunder to repay existing reduce outstanding indebtedness under the Bank of America Credit Facility and for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries Parties and the Company Parent REIT does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company Issuer will apply the proceeds of the sale of the Bonds to repay existing indebtedness and for general corporate purposes and Notes hereunder as set forth in compliance with all laws referenced in Section 5.16the Memorandum. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company Issuer in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 210% of the value of the consolidated assets of the Company Issuer and its Subsidiaries and the Company Issuer does not have any present intention that margin stock will constitute more than 225% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the net proceeds of the sale of the Bonds to repay existing indebtedness and for general corporate purposes and Notes as set forth in compliance with all laws referenced in Section 5.16Schedule 5.14. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, and no part of the proceeds of Indebtedness being repaid was used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 21% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 225% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness and Notes for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes, including the repayment of indebtedness. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes hereunder to repay refinance and/or redeem existing indebtedness debt and for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 210% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 210% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes to repay certain existing indebtedness Indebtedness of the Company and for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 210% of the value of the consolidated assets of the Company Obligors and its their Subsidiaries and the Company does Obligors do not have any present intention that margin stock will constitute more than 210% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness and Notes hereunder for the general corporate purposes of the Company and in compliance with all laws referenced in Section 5.16its Subsidiaries, including to make investments and make distributions permitted by this Agreement. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 225% of the value of the consolidated assets of the Company and its Subsidiaries subsidiaries and the Company does not have any present intention that margin stock will constitute more than 225% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness and for general corporate purposes and in compliance with all laws referenced Notes as set forth in Section 5.161 of the Memorandum under the heading “The Offering and Use of Proceeds”. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will intends to apply the proceeds of the sale of the Bonds to repay existing indebtedness Indebtedness and for general corporate purposes and purposes, as disclosed in compliance with all laws referenced in Section 5.16the Memorandum. No part of the proceeds from the sale of the Bonds hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 2% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 2% of the value of such assets. As used in this SectionSection 5.14, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes hereunder to repay existing indebtedness Indebtedness of the Company and its Subsidiaries and for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 225% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 225% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness and Notes hereunder for general corporate purposes and in compliance with all laws referenced in Section 5.16(including, without limitation, to repay outstanding revolving loans). No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, (a) for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220)) or (b) to finance dealings or transactions with any Person described or designated in the Specially Designated Nationals and Blocked Person List published by OFAC or in Section 1 of the Anti-Terrorism Order. Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness and for general corporate purposes and in compliance with all laws referenced Subordinated Notes as set forth in Section 5.162.8 of this Agreement. No part of the proceeds from the sale of the Bonds Subordinated Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System FRB (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board the FRB (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board the FRB (12 CFR 220). Margin stock does not constitute more than 2% twenty-five percent (25%) of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 2% twenty-five percent (25%) of the value of such assets. As used in this SectionSection 5.3.5, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness Notes as set forth in the section of the Memorandum entitled “The Offering and for general corporate purposes and in compliance with all laws referenced in Section 5.16Use of Proceeds”. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 220% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 220% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes hereunder to repay existing indebtedness Indebtedness, finance various capital projects and for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock The Company does not constitute more than 2% of the value of the consolidated assets of the Company and its Subsidiaries own any margin stock and the Company does not have any present intention that margin stock will constitute more than 210% of the value of such its consolidated assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness and for general corporate purposes and in compliance with all laws referenced Notes (i) on the Closing Date as set forth in Section 5.169.7(a)(A) and (ii) thereafter as set forth in Section 9.7(a)(B). No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 2% any of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 2% any of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company Obligors will apply the proceeds of the sale of the Bonds Series ______ Notes to repay existing indebtedness ______________________________ and for general corporate purposes and in compliance with all laws referenced in Section 5.16of the Obligors. No part of the proceeds from the sale of the Bonds hereunder Series ______ Notes pursuant to the [Number] Supplement will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company Obligors in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 2% [___%] of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 2% [___%] of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the Net proceeds of from the sale of the Bonds Notes will be used to repay refinance existing indebtedness Indebtedness as set forth in Schedule 5.14, and for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds hereunder Notes will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company or the Parent in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 210% of the value of the consolidated assets of the Company Parent and its Subsidiaries and the Company Parent does not have any present intention that margin stock will constitute more than 210% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes hereunder to repay existing indebtedness and the repayment of Indebtedness and/or for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company any Credit Party in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 225% of the value of the consolidated assets of the Company Parent and its Subsidiaries and the Company Parent does not have any present intention that margin stock will constitute more than 225% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes hereunder to repay existing refinance indebtedness and for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 21.00% of the value of the consolidated assets Consolidated Total Assets of the Company and its Subsidiaries as of the date hereof and the Company does not have any present intention that margin stock will constitute more than 225% of the value of such assetsConsolidated Total Assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.U. Section 5.15.

Use of Proceeds; Margin Regulations. The Company Issuer will apply the proceeds of the sale of the Bonds Notes hereunder to repay refinance existing indebtedness Indebtedness and for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes, including acquisitions. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company Issuer in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company Parent and its Subsidiaries and the Company Parent does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the net proceeds of the sale of the Bonds Notes to repay existing indebtedness Indebtedness and for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, and no part of the proceeds of such Indebtedness being repaid was used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 225% of the value of such assets. As used in this Section, the terms “"margin stock” " and “"purpose of buying or carrying” " shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company Issuer will apply the proceeds of the sale of the Bonds to repay existing indebtedness and Notes hereunder for general corporate purposes and in compliance with all laws referenced in Section 5.16including for the repayment of existing Indebtedness. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company Issuer in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 225% of the value of the consolidated assets of the Company Issuer and its Subsidiaries and the Company Issuer does not have any present intention that margin stock will constitute more than 225% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes to repay existing indebtedness and refinance Indebtedness of the Company as set forth in Schedule 5.14, for general corporate purposes and in compliance with all laws referenced in Section 5.16for acquisitions and capital expenditures. No part of the proceeds from the sale of the Bonds hereunder Notes will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 21% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 21% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness and Notes hereunder for the general corporate purposes of the Company and its Subsidiaries and as otherwise set forth in compliance with all laws referenced the section of the Transaction Overview of the Executive Summary in Section 5.16the Memorandum. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 225% of the value of the consolidated assets of the Company and its Subsidiaries subsidiaries and the Company does not have any present intention that margin stock will constitute more than 225% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes to repay refinance existing indebtedness and for general corporate purposes purposes, and in compliance with all laws referenced in Section 5.16. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated Consolidated assets of the Company and its Subsidiaries Company, and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Series __ Notes to repay existing indebtedness _____________________ and for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds hereunder Series __ Notes pursuant to the Supplement will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 21% of the value of the consolidated assets of the Company and its Restricted Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 21% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes to repay existing indebtedness and Indebtedness of the Company as set forth in Schedule 5.14, for general corporate purposes and in compliance with all laws referenced in Section 5.16or for acquisitions. No part of the proceeds from the sale of the Bonds hereunder Notes will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 21% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 21% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness Notes as set forth in “The Offering and for general corporate purposes and in compliance with all laws referenced in Section 5.16Use of Proceeds” of the Memorandum. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, Cleco Power LLC Note Purchase Agreement directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company Obligors will apply the proceeds of the sale of the Bonds Series Notes to repay existing indebtedness and for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds hereunder Series Notes pursuant to the Supplement will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company any Obligor in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 2% of the value of the consolidated assets of the Company any Obligor and its Subsidiaries and the Company does not have no Obligor has any present intention that margin stock will constitute more than 2% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the net proceeds of the sale of the Bonds to repay existing indebtedness and for general corporate purposes and Notes as set forth in compliance with all laws referenced in Section 5.16Schedule 5.14. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, and no part of the proceeds of Indebtedness being repaid was used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 21% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 225% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Series A Notes to repay refinance existing indebtedness Debt and for general corporate purposes and in compliance with all laws referenced in Section 5.16of the Company. No part of the proceeds from the sale of the Bonds Series A Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company Issuer will apply the proceeds of the sale of the Bonds Notes hereunder to repay certain existing indebtedness Indebtedness and for other general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company Issuer in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 2% any of the value of the consolidated assets of the Company Issuer and its Subsidiaries and the Company Issuer does not have any present intention that margin stock will constitute more than 2% any of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes hereunder to repay refinance existing indebtedness and for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the Associated Estates Realty Corporation Note Purchase Agreement purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company Issuer will apply the proceeds of the sale of the Bonds Notes hereunder to repay existing indebtedness certain outstanding Indebtedness and for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company Issuer in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 210% of the value of the consolidated assets of the Company Issuer and its Subsidiaries and the Company Issuer does not have any present intention that margin stock will constitute more than 225% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay Notes hereunder for refinancing existing indebtedness debt, funding of capital expenditures and for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes hereunder to repay refinance existing indebtedness Indebtedness, to pay expenses in connection with the issuance of the Notes, and for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes hereunder to repay existing refinance indebtedness and for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 21.00% of the value of the consolidated assets Consolidated Total Assets of the Company and its Subsidiaries as of the date hereof and the Company does not have any present intention that margin stock will constitute more than 225% of the value of such assetsConsolidated Total Assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness Notes as set forth in Schedule 5.14 and for general corporate purposes and not in compliance with all a manner that would violate any of the laws referenced in Section 5.16. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 2% of the value of the consolidated assets of the Company and its the Restricted Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 2% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company Issuer will apply the proceeds of the sale of the Bonds to repay existing indebtedness Notes as set forth in the “Summary of Proposed Terms and for general corporate purposes and Conditions” contained in compliance with all laws referenced in Section 5.16the Memorandum. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company Issuer in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 225% of the value of the consolidated assets of the Company Issuer and its Subsidiaries and the Company Issuer does not have any present intention that margin stock will constitute more than 225% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.U. Back to Contents

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Series 2008-A Notes to repay existing indebtedness finance mergers, acquisitions, capital expenditures, stock repurchases, dividends, debt refinancing and for other general corporate purposes and in compliance with all laws referenced in Section 5.16of the Company. No part of the proceeds from the sale of the Bonds Series 2008-A Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve any Purchaser in a violation of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221) or the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 225% of the value of the consolidated total assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 225% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Series Notes to repay existing indebtedness and for other general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds hereunder Series Notes pursuant to the Supplement will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 2__% of the value of the consolidated total assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 2__% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Series ______ Notes to repay existing indebtedness ______________________________ and for general corporate purposes and in compliance with all laws referenced in Section 5.16of the Company. No part of the proceeds from the sale of the Bonds hereunder Series ______ Notes pursuant to the [Number] Supplement will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities or margin stock under such circumstances as to involve the Company in a violation of Regulation X of said the Board of Governors of the Federal Reserve System (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220) or to involve any lender in violation of Regulation U of said Board (12 CFR 221). Margin stock does not constitute more than 2% [___%] of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 2% [___%] of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will intends to apply the proceeds of the sale of the Bonds to repay existing indebtedness Indebtedness and for general corporate purposes and purposes, as disclosed in compliance with all laws referenced in Section 5.16the Memorandum. No part of the proceeds from the sale of the Bonds hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 2% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 2% of the value of such assets. As used in this SectionSection 5.14, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness and for general corporate purposes and in compliance with all laws referenced Notes hereunder as set forth in Section 5.161 - Executive Summary - Summary of Proposed Notes Offering of the Memorandum. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of each Series of Shelf Notes in the Bonds manner described in the applicable Request for Purchase with respect to repay existing indebtedness and for general corporate purposes and in compliance with all laws referenced in Section 5.16such Series of Shelf Notes. No part None of the proceeds from of the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221)) in contravention of said Regulation U, or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes to repay refinance existing indebtedness Indebtedness and for general corporate purposes of the Company and in compliance with all laws referenced in Section 5.16. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness hereunder as set forth in the Proposed Offering and for general corporate purposes and in compliance with all laws referenced in Section 5.16Use of Proceeds — Use of Proceeds section of the Memorandum. No part of the proceeds from the sale of the Bonds hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness and Notes for general corporate purposes of the Company and in compliance with all laws referenced in Section 5.16its Subsidiaries, including repayment of Debt. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25.00% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25.00% of the value of such assets. For the purposes of making the calculation pursuant to the preceding sentence, to the extent consistent with Regulation U, Treasury Stock shall be deemed not to be an asset of the Company and its Subsidiaries. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness hereunder as set forth in the “Proposed Offering and for general corporate purposes and in compliance with all laws referenced in Section 5.16Use of Proceeds” section of the Memorandum. No part of the proceeds from the sale of the Bonds hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes hereunder to repay refinance existing indebtedness and for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes, including acquisitions. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 210% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 210% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes to repay existing indebtedness finance and refinance capital expenditures including the repayment of short-term or long-term borrowings and/or to reimburse funds used for general corporate purposes and in compliance with all laws referenced in Section 5.16these purposes. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 225% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 225% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness and for general corporate purposes and in compliance with all laws referenced in Section 5.16as set forth under the heading “Summary of Proposed Bond Offering” of the Memorandum. No part of the proceeds from the sale of the Bonds hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 215% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 215% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Initial Notes hereunder to repay refinance existing indebtedness Indebtedness, to finance tenant improvements, for development and redevelopment, for capital expenditures and leasing commissions and for general corporate purposes working capital and will apply the proceeds of the sale of the Shelf Notes as set forth in compliance with all laws referenced in Section 5.16the applicable Request for Purchase. None of the proceeds of the sale of any Notes will be used to finance a Hostile Tender Offer. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25.00% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25.00% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness and Notes for general corporate purposes and in compliance with all laws referenced in Section 5.16. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 225% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 225% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness and Shelf Notes as set forth in the applicable Request for general corporate purposes and in compliance with all laws referenced in Section 5.16Purchase. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 225% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 225% of the value of such assets. As used in this SectionSection 5.14, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness and Notes for general corporate purposes and purposes, including repayment of Indebtedness as set forth in compliance with all laws referenced in Section 5.16Schedule 5.14. No part of the proceeds from the sale of the Bonds hereunder Notes will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness and Notes for general corporate purposes including, but not limited to, capital expenditures and in compliance with all laws referenced in Section 5.16repayment of amounts outstanding under the Principal Credit Facility. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 22.00% of the value of the consolidated assets of the Company and its Subsidiaries Subsidiaries, and the Company does not have any present intention that margin stock will constitute more than 22.00% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes to repay existing indebtedness refinance Indebtedness and for general other corporate purposes and in compliance with all laws referenced in Section 5.16of the Company. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes hereunder to repay existing outstanding indebtedness and for other general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 210% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 210% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Initial Notes hereunder as set forth in the funds flow memorandum delivered pursuant to repay existing indebtedness and for general corporate purposes Section 4.1(j) and in compliance accordance with all laws referenced in Section 5.169.11. No part of the proceeds from the sale of the Bonds Initial Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). , assuming no holder is a “creditor” within the meaning of Regulation T. Margin stock does not constitute more than 225% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 225% of the value of such assets. As used in this SectionSection 5.13, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness and Notes hereunder for any of (i) working capital, (ii) general corporate purposes and (iii) share repurchases. Except as provided in compliance with all laws referenced in Section 5.16. No the immediately preceding sentence, no part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 225% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 225% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes to repay existing indebtedness outstanding advances under the Senior Loan used to meet working capital requirements and for general corporate purposes and in compliance with all laws referenced in Section 5.16. No no part of the proceeds from the sale of the Bonds hereunder Note will be used, directly or indirectly, for the purpose of buying "purchasing" or carrying "carrying" any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221)System, or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company or any Subsidiary in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “"margin stock” " and “purpose of buying "purchasing" or "carrying” " shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the net proceeds of the sale of the Bonds to repay existing indebtedness and for general corporate purposes and Notes as set forth in compliance with all laws referenced in Section 5.16Schedule 5.14. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, and no part of the proceeds of such Indebtedness being repaid was used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 21% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 225% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Series 2010-A Notes to repay existing indebtedness Indebtedness and for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds Series 2010-A Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company Obligors will apply the proceeds of the sale of the Bonds Series 2009A Notes to repay refinance existing indebtedness Indebtedness and for general corporate purposes and in compliance with all laws referenced in Section 5.16of the Obligors. No part of the proceeds from the sale of the Bonds hereunder Series 2009A Notes pursuant to the First Supplement will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company Obligors in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes hereunder to finance or refinance recently completed and future Eligible Green Projects (as defined in the Memorandum) and, pending allocation to such Eligible Green Projects, such net proceeds may be used to repay existing indebtedness borrowings outstanding on the Company’s revolving credit facilities or term loans and for general corporate purposes may be held in cash and in compliance with all laws referenced in Section 5.16cash equivalents. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or to extend credit to others for the purpose of buying or carrying any margin stock, or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 225% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 225% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Series 2016 Notes to repay refinance existing indebtedness Indebtedness and for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds Series 2016 Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries Consolidated Group and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.U. Waste Connections, Inc. Note Purchase Agreement

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes to repay existing outstanding indebtedness under the Bank Facility (but not, unless the Company otherwise determines, permanently reduce the amounts available thereunder), and for general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 2% any of the value of the consolidated assets of the Company Company, the Trust and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 2% any of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness Notes hereunder as set forth in “Summary of Indicative Terms and for general corporate purposes and in compliance with all laws referenced in Section 5.16Conditions” of the Investor Presentation. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 210% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 210% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.U. WhiteHorse Finance, Inc. Note Purchase Agreement

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes to repay existing indebtedness Debt outstanding under that certain Bridge Term Loan Credit Agreement dated as of September 30, 2005 by and for general corporate purposes between the Company and in compliance with all laws referenced in Section 5.16Banc of America Mezzanine Capital, LLC. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company any Purchaser in a violation of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221) or Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 225% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any has no present intention that margin stock will constitute more than 225% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness short-term debt, to fund capital expenditures, including strategic growth opportunities such as the Devon natural gas reserve acquisition, and for other general corporate purposes and in compliance with all laws referenced in Section 5.16purposes. No part of the proceeds from the sale of the Bonds hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of (a) the Bonds to Series A Notes hereunder for repay existing indebtedness and for and/or general corporate purposes and (b) the Shelf Notes hereunder as set forth in compliance with all laws referenced in Section 5.16the applicable Request for Purchase. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 215% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute MSC Industrial Direct Co., Inc. Note Purchase and Private Shelf Agreement more than 215% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness Notes as set forth in the section titled “The Offering and for general corporate purposes and in compliance with all laws referenced in Section 5.16Use of Proceeds” of the Memorandum. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), in violation of said Regulation U or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 2% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 2% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company Co-Obligors will apply the proceeds of the sale of the Bonds Notes to general corporate purposes, including to repay existing indebtedness and for general corporate purposes and or refinance Indebtedness as set forth in compliance with all laws referenced in Section 5.16Schedule 5.14. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 21.0% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 21.0% of the value of such assets. As used in this Section, the terms “"margin stock” " and “"purpose of buying or carrying” " shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes hereunder as set forth in the applicable Request for Purchase. None of the proceeds of the sale of any Notes will be used to repay existing indebtedness and for general corporate purposes and in compliance with all laws referenced in Section 5.16finance a Hostile Tender Offer. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 2% of the value of the consolidated assets of Neither the Company nor any Subsidiary owns or holds any margin stock and its Subsidiaries and neither the Company does not have nor any Subsidiary has any present intention that to acquire any margin stock will constitute more than 2% of the value of such assetsstock. As used in this SectionSection 5.7, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes to repay existing indebtedness amounts outstanding under the Bank Credit Agreement and for other general corporate purposes of the Company and in compliance with all laws referenced in Section 5.16its Subsidiaries. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning in violation of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 21.0% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25.0% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness Notes hereunder as set forth in “The Offering and for general corporate purposes and in compliance with all laws referenced in Section 5.16Use of Proceeds” section of the Memorandum. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness and Notes for general corporate purposes of the Company, which may include, without limitation, refinancing existing indebtedness and in compliance with all laws referenced in Section 5.16funding acquisitions. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 210% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 210% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply use the proceeds of the sale of the Bonds Notes to repay existing indebtedness debt, including amounts outstanding under its term loan credit agreement, and for general corporate purposes purposes, and in compliance with all laws referenced in Section 5.16. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 21% of the value of the consolidated assets of the Company and its Subsidiaries Company, and the Company does not have any present intention that margin stock will constitute more than 21% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company Co-Obligors will apply the proceeds of from the sale of the Bonds to repay existing indebtedness and Term Loans hereunder for general corporate purposes of the Company and in compliance with all laws referenced in Section 5.16its Subsidiaries. No part of the proceeds from the sale of the Bonds Credit Extensions hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company or any Co-Obligor in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25.0% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25.0% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Series 1998-A Notes to repay existing indebtedness and for general corporate purposes and in compliance with all laws referenced in Section 5.16the repayment of Indebtedness to banks. No part of the proceeds from the sale of the Bonds Series 1998-A Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute 25% or more than 2% of the value of such assets. As used in this Section, the terms “margin stockMARGIN STOCK” and “purpose of buying or carryingPURPOSE OF BUYING OR CARRYING” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds Notes to repay existing indebtedness a portion of its obligations under the Credit Agreement and for general corporate purposes and in compliance with all laws referenced in Section 5.16of the Company. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 25% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 25% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will intends to apply the proceeds of the sale of the Bonds to repay existing indebtedness Indebtedness and for general corporate purposes and purposes, as disclosed in compliance with all laws referenced in Section 5.16the Memorandum. No part of the proceeds from the sale of the Bonds hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve AmericasActive:13331674.6 System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 2% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 2% of the value of such assets. As used in this SectionSection 5.14, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness and for general corporate purposes and in compliance with all laws referenced Series E Notes as set forth in Section 5.16I.C. (Transaction Summary) of the Memorandum. No part of the proceeds from the sale of the Bonds hereunder Series E Notes pursuant to the Second Supplement will be used, directly or indirectly, for the purpose of buying or carrying any margin stock within the meaning of Regulation U of the Board of Governors of the Federal Exhibit A (to Supplement) Reserve System (12 CFR 221222), or for the purpose of buying or carrying or trading in any securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 21.00% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 21.00% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.

Use of Proceeds; Margin Regulations. The Company will apply the proceeds of the sale of the Bonds to repay existing indebtedness and for general corporate purposes and Notes hereunder as set forth in compliance with all laws referenced in Section 5.16the Memorandum. No part of the proceeds from the sale of the Bonds Notes hereunder will be used, directly or indirectly, for the purpose of buying or carrying any margin stock or to extend credit to others for the purposes of buying or carrying margin stock within the meaning of Regulation U of the Board of Governors of the Federal Reserve System (12 CFR 221), or for the purpose of buying or carrying or trading in any securities Securities under such circumstances as to involve the Company in a violation of Regulation X of said Board (12 CFR 224) or to involve any broker or dealer in a violation of Regulation T of said Board (12 CFR 220). Margin stock does not constitute more than 225% of the value of the consolidated assets of the Company and its Subsidiaries and the Company does not have any present intention that margin stock will constitute more than 225% of the value of such assets. As used in this Section, the terms “margin stock” and “purpose of buying or carrying” shall have the meanings assigned to them in said Regulation U.