Common use of Limitation on Restricted Actions Clause in Contracts

Limitation on Restricted Actions. The Credit Parties will not permit any Consolidated Party to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital Stock, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11, (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreement, (v) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (vi) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiary.

Limitation on Restricted Actions. The Credit Parties will not not, nor will they permit any Consolidated Party Restricted Subsidiary to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party Guarantor and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11, (iii) applicable law, (iviii) any document or instrument governing purchase money Indebtedness incurred pursuant to or Capital Leases permitted by Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k)6.1; provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreementtherewith, (viv) any Permitted Lien or any document or instrument governing any Permitted Lien, ; provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (v) any agreement relating to permitted Indebtedness incurred by a Restricted Subsidiary prior to the date on which such Restricted Subsidiary was acquired by a Credit Party or its Restricted Subsidiary and outstanding on such acquisition date or (vi) customary restrictions and conditions contained in any agreement relating to the sale on subletting or assigning leasehold interests of any Property permitted under Section 8.5 pending the consummation of such sale a Credit Party or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance a Restricted Subsidiary.

Limitation on Restricted Actions. The Each of the Credit Parties will not not, nor will it permit any Consolidated Party Subsidiary to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party Guarantor and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da)-(e) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11applicable Requirements of Law, (iii) applicable law, (iv) pursuant to any document or instrument Instrument governing Indebtedness incurred pursuant to permitted by Section 8.1(c7.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreementtherewith, (viv) any Permitted Lien or any document or instrument Instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (v) customary restrictions on the assignment of or granting of a Lien on a particular lease, sublease, license or contract set forth in such lease, sublease, license or contract entered into in the ordinary course of business, (vi) restrictions on the pledge of interests in or assets of joint ventures contained in the applicable joint venture agreement, (vii) customary restrictions and conditions contained in any agreement relating to the sale a disposition of any Property property or assets permitted under Section 8.5 hereunder pending the consummation of such sale or disposition, and (viiviii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance SubsidiaryTerm Loan Agreement.

Limitation on Restricted Actions. The Each Credit Parties will not permit any Consolidated Party toshall not, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on which prohibits or limits the ability of such Credit Party or any Subsidiary of such Person Credit Party to (a) pay dividends or make any other distributions to any Credit Party on its Capital Stock, (b) or pay any Indebtedness or other obligation owed to a Credit Party or any Subsidiary of such Credit Party, ; (cb) make loans or advances to a Credit Party or any Subsidiary of such Credit Party, ; (dc) sell, lease or transfer any of its properties or assets Properties constituting Collateral to any Credit Party, or (e) act as a Credit Party and pledge its assets pursuant (other than restrictions related to the Credit Documents transactions being at arm’s length); or (d) create, incur, assume or suffer to exist any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of Lien upon any of the matters referred to in clauses (a)‑(d) above) for such Mortgaged Properties, whether now owned or hereafter acquired, other than encumbrances or and restrictions existing arising under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11, (iii) applicable law, (ivii) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreement, (iii) Permitted Liens, (iv) customary provisions restricting subletting or assignment of any lease governing a leasehold interest of such Credit Party or any Subsidiary of such Credit Party, (v) customary restrictions on dispositions of real property interests found in any Permitted Lien REA of such Credit Party or any document or instrument governing any Permitted Lien, provided that any Subsidiary of such restriction contained therein relates only to the asset or assets subject to such Permitted LienCredit Party, (vi) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 pending the consummation Indebtedness incurred by a Subsidiary of such sale or Credit Party prior to the date on which such Subsidiary was acquired by such Credit Party and outstanding on such acquisition date; provided, that, such Indebtedness shall not be incurred in contemplation of such acquisition, and (vii) pursuant contractual obligations in existence on the Closing Date and set forth on Schedule 6.9 and any extension or continuation of such contractual obligations; provided, that, any encumbrance or restriction contained in any such contractual obligation that is extended or continued shall be no less favorable to applicable law the Administrative Agent and other customary conditions the Lenders than those encumbrances and restrictions contained in any agreement, document such contractual obligation prior to such extension or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiarycontinuation.

Limitation on Restricted Actions. The Credit Parties will not permit any Consolidated Party to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets Property (other than Capital Stock in Joint Ventures) to any Credit Party, or (e) act as a Credit Party and pledge its assets Property (other than Capital Stock in Joint Ventures) pursuant to and in accordance with the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any the Subordinated Indebtedness to Debt Indenture, as in effect as of the extent consistent with the restrictions in this Section 8.11Closing Date, (iii) applicable lawlaw or regulation, (iv) any document or instrument governing Indebtedness incurred pursuant permitted under Section 8.1, PROVIDED that the encumbrances and restrictions relating to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) any Consolidated Party in such document or Section 8.1(k); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or instrument are generally less no more restrictive than the covenants set forth corresponding encumbrances and restrictions contained in this the Credit AgreementDocuments, (v) any Permitted Lien or any document or instrument governing any Permitted Lien, provided PROVIDED that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (vivii) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 pending the consummation of such sale sale, (viii) customary non-assignment provisions in contracts, (ix) the documentation governing or evidencing the Existing Notes or (viix) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiaryagreements entered into by Foreign Subsidiaries.

Limitation on Restricted Actions. The Credit Parties will not not, nor will they permit any Consolidated Party Subsidiary to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockEquity Interests, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party Guarantor and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereofDocuments, except (in respect of any of the matters referred to in clauses (a)‑(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11applicable law, (iii) applicable lawrestrictions or conditions imposed by any agreement relating to purchase money Indebtedness, Capital Leases and other secured Indebtedness permitted by this Agreement if such restrictions or conditions apply only to the property or assets securing such Indebtedness, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreement, (v) any Permitted Lien or any document or instrument governing any Permitted Lien, ; provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (viv) customary restrictions and conditions contained in any agreement agreements relating to the sale of Equity Interests or assets of any Property permitted under Section 8.5 Subsidiary pending such sale, provided such restrictions and conditions apply only to the consummation of Subsidiary to be sold and such sale or is permitted hereunder, (vi) customary provisions in leases, licenses and other contracts restricting the assignment thereof, (vii) pursuant to applicable law and customary provisions in joint venture agreements restricting the assignment thereof or upon the assets of such joint venture, (viii) any agreement in effect at the time any Person becomes a Subsidiary of the Borrower; provided that such agreement was not entered into in contemplation of such Person becoming a Subsidiary of the Borrower, (ix) restrictions, which are not more restrictive in any material respect than those contained in this Agreement or any of the other customary conditions and restrictions Credit Documents, contained in any agreementdocuments governing any Indebtedness or other obligations incurred after the Closing Date in accordance with this Agreement, document or instrument relating and (x) customary restrictions entered into in the ordinary course of business with respect to Intellectual Property that limit the formation, operation and regulatory requirements or limitations related ability to the Insurance Subsidiarygrant a security interest in such Intellectual Property.

Limitation on Restricted Actions. The Credit Parties will not permit the Parent or any Consolidated Party to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11, (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), ) or Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreementtherewith, (v) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, Lien or (vi) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiarysale.

Limitation on Restricted Actions. The Credit Parties will not permit any Consolidated Party to, to directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockRestricted Payments, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets Property to any Credit Party, or (e) act as a Credit Party and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereofParty, except (in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Junior Financing Documentation, provided that the encumbrances and restrictions relating to any Consolidated Party in such document or instrument are no more restrictive than the corresponding encumbrances and restrictions contained in the Subordinated Indebtedness to Note Indentures and the extent consistent with Subordinated Notes, in each case as in effect as of the restrictions in this Section 8.11Closing Date, (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c)the Medium Term Indenture, Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only to as in effect as of the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit AgreementClosing Date, (v) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (vi) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 8.4(b) pending the consummation of such sale or (vii) pursuant to applicable law customary restrictions and conditions contained in leases and other customary conditions and restrictions contained in any agreement, document or instrument relating to contracts restricting the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiaryassignment thereof.

Limitation on Restricted Actions. The Credit Parties will not not, nor will they permit any Consolidated Party Subsidiary to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any material portion of its properties or assets to any Credit Party, or (e) if a Domestic Subsidiary, act as a Credit Party and pledge its assets Guarantor pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da) - (d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11applicable law, (iii) applicable lawthe Senior Note Purchase Documents, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i6.1(c) or Section 8.1(k6.1(m); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreementtherewith, (v) any Permitted Lien or any document or instrument governing any Permitted Lien, ; provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (vi) customary nonassignment provisions in any lease governing a leasehold interest or in any contract which is not a Material Contract, (vii) agreements with respect to Foreign Subsidiaries so long as any liability thereunder is non-recourse to the Credit Parties, (viii) agreements with respect to joint ventures so long as any liability thereunder is non-recourse to the Credit Parties except to the extent of such Person's ownership interest in the joint venture, (ix) customary restrictions and conditions contained in any agreement agreements relating to the sale of any Property permitted under Section 8.5 a Subsidiary of the Borrower (or all or substantially all of the assets thereof) pending the consummation of such sale, so long as such restrictions and conditions apply only to such Subsidiary and such sale is permitted hereunder or (viix) pursuant to applicable law and other customary conditions and restrictions contained in imposed by any agreement, document or instrument agreement relating to the formation, operation and regulatory requirements or limitations related secured Indebtedness permitted by this Credit Agreement if such restrictions apply only to the Insurance Subsidiaryproperty or assets securing such Indebtedness.

Limitation on Restricted Actions. The Credit Parties will not permit any Consolidated Party to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital Stock, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11, (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreement, (v) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (vi) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiary.. CHAR1\1351553v8 96

Limitation on Restricted Actions. The Credit Parties will not permit any Consolidated Party to, to directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockRestricted Payments, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets Property to any Credit Party, or (e) act as a Credit Party and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereofParty, except (in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Junior Financing Documentation, provided that the encumbrances and restrictions relating to any Consolidated Party in such document or instrument are no more restrictive than the corresponding encumbrances and restrictions contained in the Subordinated Indebtedness to Note Indentures and the extent consistent with Subordinated Notes, in each case as in effect as of the restrictions in this Section 8.11Third Amendment Date, (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreement, (v) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (viv) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 8.4(b) pending the consummation of such sale or (viivi) pursuant to applicable law customary restrictions and conditions contained in leases and other customary conditions and restrictions contained in any agreement, document or instrument relating to contracts restricting the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiaryassignment thereof.

Limitation on Restricted Actions. The No Credit Parties Party will, nor will not it permit any Consolidated Party Subsidiary to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party the REIT Guarantor on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (i) in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) , for such encumbrances or restrictions existing under or by reason of (iA) this Credit Agreement and the other Credit Documents, (iiB) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11applicable Law, (iii) applicable law, (ivC) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreement, (v) any Permitted Lien or any document documentation or instrument governing any Permitted Lien, Lien permitted under Section 7.01 provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (viD) customary restrictions and conditions contained in any agreement relating to the sale of any Unencumbered Property permitted under Section 8.5 7.07, pending the consummation of such sale or sale, and (viiE) the Sabra Senior Note Indentures and (ii) in respect of any of the matters referred to in clauses (c) through (e) above, pursuant to applicable law and other customary conditions and restrictions contained a provision in any agreement, document or instrument relating to agreement governing unsecured Funded Debt so long as such provision is generally consistent with a comparable provision of the formation, operation and regulatory requirements or limitations related to the Insurance SubsidiaryCredit Documents.

Limitation on Restricted Actions. The Credit Parties will not permit any Consolidated Party to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital Stock, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11, (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k)8.1; provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreement, (v) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (vi) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiary.

Limitation on Restricted Actions. The Credit Parties will not permit any Consolidated Party to, directly Directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Loan Party or any Subsidiary on its Capital Stockcapital stock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit PartyLoan Party or any Subsidiary, (c) make loans or advances to any Credit PartyLoan Party or any Subsidiary, (d) sell, lease or transfer any of its properties or assets to any Credit PartyLoan Party or any Subsidiary, or (e) act as a Credit Party Subsidiary Guarantor and pledge its assets pursuant to the Credit Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (x) in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) above for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Loan Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11, applicable law and (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreement, (v) any Permitted Lien of the type described in clauses (a) or (h) of Section 6.01 or any document or instrument governing any such Permitted Lien, ; provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted LienLien and (y) in respect of any matters referred to in clauses (d) and (e) above, for such customary encumbrances or restrictions under or by reason of any document or agreement related to joint ventures or other similar arrangements permitted by this Agreement and (viz) in respect of matters referred to in clause (d) above, for such customary encumbrances or restrictions and conditions contained in arising under or by reason of any document or agreement relating evidencing a Permitted Supplier Financing with respect to the sale sale, lease or transfer of any Property permitted under Section 8.5 pending accounts receivable and related assets that are the consummation subject of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance SubsidiaryPermitted Supplier Financing.

Limitation on Restricted Actions. The Credit Parties will not permit any Consolidated Combined Party to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11, (iii) applicable law, (iviii) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreementtherewith, (viv) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, Lien or (viv) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 8.10 pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiarysale.

Limitation on Restricted Actions. The Credit Parties will not permit any Consolidated Party to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets Property to any Credit Party, Party or (e) except in respect of any Consolidated Party which is not a Credit Party, (i) pledge its Property (other than Excluded Property) pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (ii) act as a Credit Party and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da)-(e)(i) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11, (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only to the any asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreementtherewith, (v) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, Lien or (vi) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiarysale.

Limitation on Restricted Actions. The Credit Parties Borrower will not not, nor will it permit any Consolidated Party Subsidiary to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party Guarantor and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11applicable law, (iii) applicable lawrestrictions on the transfer or pledge of Capital Stock in joint ventures which are otherwise permitted under the terms of this Agreement, (iv) customary non-assignment provisions in leases, licenses, permits and other agreements entered into in the ordinary course of business, (v) in connection with any sale or other disposition of property permitted hereunder, any restriction with respect to such property imposed under the agreement or agreements governing such sale or disposition, (vi) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k6.1(c); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith therewith, or are generally less restrictive than the covenants set forth in this Credit Agreement, (vvii) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (vi) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiary.

Limitation on Restricted Actions. The Credit Loan Parties will not permit any Consolidated Party to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Loan Party on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Loan Party, (c) make loans or advances to any Credit Loan Party, (d) sell, lease or transfer any of its properties or assets Property to any Credit Loan Party, or (e) act as a Credit Loan Party and pledge its assets pursuant to the Credit Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da)-(c) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Loan Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11applicable Law, (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c7.01(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreementtherewith, (viv) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, Lien or (viv) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 7.05 pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiary.sale. CREDIT AGREEMENT POTLATCH CORPORATION 108

Limitation on Restricted Actions. The Credit Parties will not not, nor will they permit any Consolidated Party Subsidiary to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of (a) any such Person (other than the Borrower) to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockEquity Interests or with respect to any other interest or participation in, or measured by, its profits, (b) any such Person to pay any Indebtedness or other obligation owed to any Credit Party, (c) any such Person to make loans or advances to any Credit Party, (d) any such Person to sell, lease or transfer any of its properties or assets to any Credit Party, or (e) any such Person to act as a Credit Party and pledge its assets Guarantor pursuant to the Credit Loan Documents or any renewals, refinancings, exchanges, refundings amend or extension thereofotherwise modify the Loan Documents, except (in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Loan Documents, (ii) documents evidencing and/or governing applicable law or rule, regulation, order, license, permit, grant or similar restriction of any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11applicable Governmental Authority, (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i8.1(h) or Section 8.1(k8.1(j); provided that that, other than with respect to Section 8.1(j), any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreementsecuring such Indebtedness, (viv) any Permitted Lien or any document or instrument governing any Permitted Lien, ; provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (viv) customary restrictions and conditions contained in any agreement agreements relating to the sale of a Subsidiary or assets pending such sale, provided that such restrictions and conditions apply only to the Subsidiary that is, or the assets that are, to be sold and such sale is permitted hereunder, (vi) customary provisions in leases, licenses and other contracts restricting the assignment, subletting or encumbrance thereof, (vii) restrictions and conditions in any Property permitted under Section 8.5 pending indenture, agreement, document, instrument or other arrangement relating to the assets or business of any Subsidiary existing prior to the consummation of a Permitted Acquisition in which such sale Subsidiary was acquired (and not created in contemplation of such Permitted Acquisition), (viii) contractual encumbrances or restrictions in effect as of the date hereof and set forth on Schedule 8.9 to the Disclosure Letter (viibut shall apply to any extension or renewal of, or any amendment or modification expanding the scope of, any such restriction or condition), (ix) pursuant to applicable law customary provisions in joint ventures agreements (and other similar agreements) (provided that such provisions apply only to such joint venture and to Equity Interests in such joint venture), (x) customary conditions and restrictions net worth provisions or similar financial maintenance provisions contained in real property leases entered into by a Subsidiary, so long as the Borrower has determined in good faith that such net worth provisions could not reasonably be expected to impair the ability of the Borrower and the Subsidiaries to meet their ongoing obligations under the Loan Documents, (xi) restrictions on cash or other deposits imposed by customers of the Borrower or any agreementSubsidiary under contracts entered into in the ordinary course of business, document and (xii) restrictions under any arrangement with any Governmental Authority imposed on any Foreign Subsidiary in connection with governmental grants, financial aid, tax holidays or instrument relating to the formation, operation and regulatory requirements similar benefits or limitations related to the Insurance Subsidiaryeconomic interests.

Limitation on Restricted Actions. The Credit Parties will not not, nor will they permit any Consolidated Party Subsidiary to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockEquity Interests or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party Guarantor and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereofthereof or amend or otherwise modify the Credit Documents, except (in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing applicable law or other restriction imposed by any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11Governmental Authority, (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i6.1(c) or any of Section 8.1(k6.1(h) - (k); provided that any such restriction contained therein relates only to the asset or assets constructed constructed, acquired or acquired financed in connection therewith or are generally less restrictive than is otherwise reasonably acceptable to the covenants Administrative Agent, (iv) any document or instrument existing on the Closing Date and set forth in this Credit Agreement, on Schedule 6.9; and (v) any Permitted Lien or any document or instrument governing any Permitted Lien, ; provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (vi) customary restrictions and conditions contained in any agreement relating Lien or is otherwise reasonably acceptable to the sale of any Property permitted under Section 8.5 pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance SubsidiaryAdministrative Agent.

Limitation on Restricted Actions. The Credit Parties will not permit any Consolidated Party to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with Senior Note Indenture and the restrictions Senior Notes, in this Section 8.11each case as in effect as of the Amendment Closing Date, (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein -------- relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreementtherewith, (v) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates -------- only to the asset or assets subject to such Permitted Lien, Lien or (vi) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 8.4 pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiarysale.

Limitation on Restricted Actions. The Credit Parties will not permit any Consolidated Party to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings refudings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da) through (d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11, (iii) applicable law, (iviii) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreementtherewith, (viv) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, Lien or (viv) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 8.4 pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiarysale.

Limitation on Restricted Actions. The Credit Parties will not permit any Consolidated Credit Party to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party Guarantor and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing the Senior Note Agreement, as in effect as of the Closing Date (and any Subordinated Indebtedness renewals, refinancings and extensions thereof, that do not contain any such encumbrances or restrictions that are materially more adverse to the extent consistent with Credit Parties than the restrictions in this Section 8.11, corresponding provisions of the Senior Note Agreement); (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f(g) or (j), provided that, in the case of any Indebtedness incurred pursuant to Section 8.1(g8.1(c), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates shall relate only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreement, (v) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (vi) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiary.

Limitation on Restricted Actions. The Except as contemplated by the Intercreditor Agreement or the First Lien Credit Agreement, the Credit Parties will not permit any Consolidated Party to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11, (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), ) or Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreementtherewith, (v) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, Lien or (vi) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiarysale.

Limitation on Restricted Actions. The Credit Parties will not not, nor will they permit any Consolidated Party Subsidiary to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party Guarantor and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) for such encumbrances or restrictions existing under under, or by reason of of, (i) this Credit Agreement and Agreement, the other Credit Documents, the First Lien Credit Documents, any of the RSAs or the Commitment Letter, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11, (iii) applicable law, (iviii) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i7.1(c) or Section 8.1(k7.1(h); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreementtherewith, (viv) any Permitted Lien or any document or instrument governing any Permitted Lien, ; provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (v) any Chartered Vessel Document, (vi) customary restrictions and conditions provisions restricting assignments, subletting or other transfers contained in any agreement relating to leases, licenses, joint venture agreements and similar agreements entered into in the sale ordinary course of any Property permitted under Section 8.5 pending the consummation of such sale or business, (vii) pursuant any transfer of, agreement to applicable law transfer or option or right with respect to any property, assets or Capital Stock not otherwise prohibited under this Agreement, (viii) any agreement for the sale or other disposition of a Subsidiary that restricts distributions by that Subsidiary pending the sale or other disposition, (ix) provisions in agreements or instruments which prohibit the payment of dividends or the making of other distributions with respect to any class of Capital Stock of a Person other than on a pro rata basis and other customary conditions and restrictions contained (x) any instrument governing Indebtedness or Capital Stock of a Person acquired by the Borrower or any of its Subsidiaries as in any agreement, document or instrument relating effect at the time of such acquisition (except to the formationextent such Indebtedness or Capital Stock was incurred in connection with or in contemplation of such acquisition), operation and regulatory requirements which encumbrance or limitations related restriction is not applicable to any Person, or the Insurance Subsidiaryproperties or assets of any Person, other than the Person or the property or assets of the Person, so acquired, provided that, in the case of Indebtedness, such Indebtedness was permitted by Section 7.1.

Limitation on Restricted Actions. The Credit Parties will not not, nor will they permit any Consolidated Party Subsidiary to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party Guarantor and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) for such encumbrances or restrictions existing under under, or by reason of of, (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11, (iii) applicable law, (iviii) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i7.1(c) or Section 8.1(k7.1(h); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreementtherewith, (viv) any Permitted Lien or any document or instrument governing any Permitted Lien, ; provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (v) any Chartered Vessel Document, (vi) customary restrictions and conditions provisions restricting assignments, subletting or other transfers contained in any agreement relating to leases, licenses, joint venture agreements and similar agreements entered into in the sale ordinary course of any Property permitted under Section 8.5 pending the consummation of such sale or business, (vii) pursuant any transfer of, agreement to applicable law transfer or option or right with respect to any property, assets or Capital Stock not otherwise prohibited under this Agreement, (viii) any agreement for the sale or other disposition of a Subsidiary that restricts distributions by that Subsidiary pending the sale or other disposition, (ix) provisions in agreements or instruments which prohibit the payment of dividends or the making of other distributions with respect to any class of Capital Stock of a Person other than on a pro rata basis and other customary conditions and restrictions contained (x) any instrument governing Indebtedness or Capital Stock of a Person acquired by the Borrower or any of its Subsidiaries as in any agreement, document or instrument relating effect at the time of such acquisition (except to the formationextent such Indebtedness or Capital Stock was incurred in connection with or in contemplation of such acquisition), operation and regulatory requirements which encumbrance or limitations related restriction is not applicable to any Person, or the Insurance Subsidiary.properties or assets of any Person, other than the Person or the property or assets of the Person, so acquired, provided that, in the case of Indebtedness, such Indebtedness was permitted by Section 7.1. 101

Limitation on Restricted Actions. The Credit Parties will not permit any Consolidated Party to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11, (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), ) or Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreementtherewith, (v) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, Lien or (vi) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiarysale.

Limitation on Restricted Actions. The Credit None of the Consolidated Parties will not permit any Consolidated Party towill, directly or indirectly, create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party or Subsidiary Grantor on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any 103 Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, Party or (e) act as a Credit Party and guarantor and/or pledge its stock and/or assets pursuant to the Senior Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses subsections (a)‑(da)-(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Senior Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11, (iii) applicable law, (iviii) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k7.01(c); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired or financed in connection therewith (and any renewals, refinancings, exchanges, refundings or extensions thereof, so long as the terms of such encumbrances or restrictions are generally less restrictive no more onerous than those with respect to such Indebtedness upon the covenants set forth original incurrence thereof), (iv) any restrictions existing under the Senior Subordinated Note Purchase Documents as in effect on the Closing Date with such changes as expressly permitted by this Credit Agreement, or (v) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (vi) customary restrictions and conditions contained non-assignment provisions in any agreement relating to the sale of any Property permitted under Section 8.5 pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiary.lease governing a leasehold interest,

Limitation on Restricted Actions. The Credit Parties will not permit any Consolidated Party to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, (e) xxxxx x xxxx on its properties or assets whether now owned or hereafter acquired; provided that the foregoing shall not apply to (i) “equal and ratable” restriction typically contained in public note indentures, (ii) any such restriction contained in any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c) so long as such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith and (iii) any such restriction contained in any document or instrument governing Subordinated Indebtedness permitted under Section 8.1(g) so long as any such restriction contained therein does not apply to “senior debt” thereunder (including the Loans and Credit Party Obligations hereunder) or (ef) act as a Credit Party Guarantor and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da)-(f) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, Documents or (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11, (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreement, (v) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (vi) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiary.

Limitation on Restricted Actions. The Credit Parties will not permit any Consolidated Party to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets Property to any Credit Party, or (e) act as a Credit Party and pledge its assets (other than Excluded Property) pursuant to the Credit Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Loan Agreement and the other Credit Loan Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11, (iii) applicable law, (iviii) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreementtherewith, (viv) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (viv) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 pending the consummation of such sale sale, or (viivi) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiaryitems set forth on Schedule 8.11.

Limitation on Restricted Actions. The Credit Parties Borrower will not permit any Consolidated Party to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party Guarantor and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) the documents evidencing and/or governing executed in connection with any Subordinated Indebtedness Permitted Receivables Financing (but only to the extent consistent with that the restrictions in this Section 8.11related encumbrance or restriction pertains to the applicable Transferred Assets actually sold, contributed, financed or otherwise conveyed or pledged pursuant to such Permitted Receivables Financing), (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith therewith. The Borrower will not enter into any amendment or are generally less modification of the Senior Notes or the Senior Indentures which (i) changes the maturity date of such Senior Notes to occur prior to the Maturity Date or (ii) makes any affirmative or negative covenants in such Senior Indentures to be more restrictive on the Borrower than the comparable covenants set forth in this Credit Agreement, (v) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (vi) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiary.

Limitation on Restricted Actions. The No Credit Parties Party will, nor will not it permit any Consolidated Party Subsidiary to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party the REIT Guarantor on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (i) in respect of any of the matters referred to in clauses (a)‑(d) above) , for such encumbrances or restrictions existing under or by reason of (iA) this Credit Agreement and the other Credit Documents, (iiB) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11applicable Law, (iii) applicable law, (ivC) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreement, (v) any Permitted Lien or any document documentation or instrument governing any Permitted Lien, Lien permitted under Section 7.01 provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (viD) customary restrictions and conditions contained in any agreement relating to the sale of any Unencumbered Property permitted under Section 8.5 7.07, pending the consummation of such sale or sale, and (viiE) the Sabra Senior Note Indentures and (ii) in respect of any of the matters referred to in clauses (c) through (e) above, pursuant to applicable law and other customary conditions and restrictions contained a provision in any agreement, document or instrument relating to agreement governing unsecured Funded Debt so long as such provision is generally consistent with a comparable provision of the formation, operation and regulatory requirements or limitations related to the Insurance SubsidiaryCredit Documents.

Limitation on Restricted Actions. The Credit Parties will not not, nor will they permit any Consolidated Party Subsidiary to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of (a) any such Person (other than the Borrower) to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockEquity Interests or with respect to any other interest or participation in, or measured by, its profits, (b) any such Person to pay any Indebtedness or other obligation owed to any Credit Party, (c) any such Person to make loans or advances to any Credit Party, (d) any such Person to sell, lease or transfer any of its properties or assets to any Credit Party, or (e) any such Person to act as a Credit Party and pledge its assets Guarantor pursuant to the Credit Loan Documents or any renewals, refinancings, exchanges, refundings amend or extension thereofotherwise modify the Loan Documents, except (in respect of any of the matters referred to in clauses (a)‑(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Loan Documents, (ii) documents evidencing and/or governing applicable law or rule, regulation, order, license, permit, grant or similar restriction of any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11applicable Governmental Authority, (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i8.1(h) or Section 8.1(k8.1(j); provided that that, other than with respect to Section 8.1(j), any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreementsecuring such Indebtedness, (viv) any Permitted Lien or any document or instrument governing any Permitted Lien, ; provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (viv) customary restrictions and conditions contained in any agreement agreements relating to the sale of a Subsidiary or assets pending such sale, provided that such restrictions and conditions apply only to the Subsidiary that is, or the assets that are, to be sold and such sale is permitted hereunder, (vi) customary provisions in leases, licenses and other contracts restricting the assignment, subletting or encumbrance thereof, (vii) restrictions and conditions in any Property permitted under Section 8.5 pending indenture, agreement, document, instrument or other arrangement relating to the assets or business of any Subsidiary existing prior to the consummation of a Permitted Acquisition in which such sale Subsidiary was acquired (and not created in contemplation of such Permitted Acquisition), (viii) contractual encumbrances or restrictions in effect as of the date hereof and set forth on Schedule 8.9 to the Disclosure Letter (viibut shall apply to any extension or renewal of, or any amendment or modification expanding the scope of, any such restriction or condition), (ix) pursuant to applicable law customary provisions in joint ventures agreements (and other similar agreements) (provided that such provisions apply only to such joint venture and to Equity Interests in such joint venture), (x) customary conditions and restrictions net worth provisions or similar financial maintenance provisions contained in real property leases entered into by a Subsidiary, so long as the Borrower has determined in good faith that such net worth provisions could not reasonably be expected to impair the ability of the Borrower and the Subsidiaries to meet their ongoing obligations under the Loan Documents, (xi) restrictions on cash or other deposits imposed by customers of the Borrower or any agreementSubsidiary under contracts entered into in the ordinary course of business, document and (xii) restrictions under any arrangement with any Governmental Authority imposed on any Foreign Subsidiary in connection with governmental grants, financial aid, tax holidays or instrument relating to the formation, operation and regulatory requirements similar benefits or limitations related to the Insurance Subsidiaryeconomic interests.

Limitation on Restricted Actions. The Except for the Senior Floating Rate Notes, the Senior Notes and any other notes issued under the Notes Documents with terms taken as a whole substantially the same in all material respects or more favorable to the Lenders than the terms of the Senior Floating Rate Notes and/or the Senior Notes, the Credit Parties will not not, nor will they permit any Consolidated Party Subsidiary to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party Guarantor and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, ; (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11, (iii) applicable law, rule, regulation or order including of any regulatory body; (iviii) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k6.1(d); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreement, therewith; (viv) any Permitted Lien or any document or instrument governing any Permitted Lien, ; provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien; (v) customary provisions restricting assignments or subletting in (x) any lease governing a leasehold interest of any Subsidiary or (y) any contracts and licenses (including, without limitation, those relating to intellectual property), in each case entered into in the ordinary course of business; (vi) any instrument governing Acquired Indebtedness or Capital Stock of a Person acquired by the Parent or any of its Subsidiaries, which encumbrance or restriction was in existence at the time of such acquisition (but not created in contemplation thereof or to provide all or any portion of the funds or credit support utilized to consummate such acquisition) and is not applicable to any Person, or the properties or assets of any Person, other than the Person or the properties or assets of the Person so acquired (including, but not limited to, such Person’s direct and indirect Subsidiaries), provided that any such encumbrance or restriction contained therein relates only to such Acquired Indebtedness or Capital Stock and that any such encumbrances or restrictions, individually or in the aggregate, shall not materially affect any Credit Party’s ability to pay principal, interest, fees or any other Obligations under this Agreement, the Notes Documents or any other material Indebtedness of such Credit Party; (vii) restrictions in agreements existing on the Closing Date (other than the Notes Documents) and set forth on Schedule 3.27 to the extent and in the manner such agreements are in effect on the Closing Date, provided that any such restriction contained therein relates only to such agreements and that any such restrictions, individually or in the aggregate, shall not materially affect any Credit Party’s ability to pay principal, interest, fees or any other Obligations under this Agreement, the Notes Documents or any other material Indebtedness of such Credit Party; (viii) restrictions imposed by any agreement to sell assets or Capital Stock permitted hereunder to any Person pending the closing of such sale; (ix) encumbrance pursuant to the subordination provisions of any Indebtedness permitted to be incurred by Section 6.1(e), (x) joint venture agreements, partnership agreements, limited liability company organizational governance documents, asset sale and stock sale agreements, sale-leaseback agreements, stock sale agreements and other similar agreements, provided that any such restriction contained therein relates only to such joint venture, partnership, limited liability company, asset sale, stock sale, sale-leaseback or stock sale and that any such restrictions, individually or in the aggregate, shall not be more restrictive than those contained in this Agreement and shall not materially affect any Credit Party’s ability to pay principal, interest, fees or any other Obligations under this Agreement, the Notes Documents or any other material Indebtedness of such Credit Party; (xi) Indebtedness of Foreign Subsidiaries or loan or related agreements entered into in connection with the incurrence of industrial revenue or similar bonds, in each case permitted to be incurred hereunder, provided that any such restriction contained therein relates only to such Indebtedness or bonds and that any such restrictions, individually or in the aggregate, shall not be more restrictive than those contained in this Agreement and shall not materially affect any Credit Party’s ability to pay principal, interest, fees or any other Obligations under this Agreement, the Notes Documents or any other material Indebtedness of such Credit Party; (xii) restrictions on cash or other deposits or net worth imposed by customers or suppliers under contracts entered into in the ordinary course of business; (xiii) customary restrictions on real property interests set forth in easements and similar arrangements of the Borrower or any Subsidiary; and (xiv) an agreement governing Indebtedness incurred to refinance the Indebtedness issued, assumed or incurred pursuant to an agreement referred to in clauses (i), (vi) customary restrictions and conditions (vii) above and any amendments, restatements, modifications, renewals, supplements, refundings, replacements or refinancings of the contracts, instruments or obligations referred to in clauses (i) through (xiv) above; provided, however, that the provisions relating to such encumbrance or restriction contained in any agreement such Indebtedness, amendments, restatements, modifications, renewals, supplements, refundings, replacements or refinancings are no less favorable to the Borrower in any material respect as determined by the board of directors of the Borrower in its reasonable and good faith judgment than the provisions relating to the sale of any Property permitted under Section 8.5 pending the consummation of such sale encumbrance or (vii) pursuant to applicable law and other customary conditions and restrictions restriction contained in any agreementagreements prior to such amendment, document restatement, modification, renewal, supplement, refunding, replacement or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiaryrefinancing.

Limitation on Restricted Actions. The No Credit Parties will not permit any Consolidated Party towill, directly or indirectly, nor will it permit its Subsidiaries to, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital Stockcapital stock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party and pledge grant Liens on or security interests in its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereofassets, except (in respect of any of the matters referred to in clauses (a)‑(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with Fifty Million Credit Agreement and the restrictions other Credit Documents (as defined in this Section 8.11the Fifty Million Credit Agreement), (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c8.1(d), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only to the fixed asset or assets constructed or acquired purchased in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreementtherewith, (v) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (vi) customary restrictions and conditions contained in any agreement relating to the sale of any Property property permitted under Section 8.5 pending the consummation of such sale or sale, (vii) pursuant to applicable law the Amended and other customary conditions Restated Revolving Credit Agreement, dated as of August 29, 1997, between Covance Biotechnology Services Inc. and restrictions contained in any agreementBank of America, document N.A., formerly NationsBank, N.A or instrument relating to (viii) the formationMaster Lease Agreement, operation dated as of May 27, 1999, between Chase Equipment Leasing, Inc., a New York corporation, and regulatory requirements or limitations related to the Insurance SubsidiaryBorrower.

Limitation on Restricted Actions. The Credit Parties will not permit any Consolidated Party tonot, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party and pledge its assets Guarantor pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereofDocuments, except (in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11, (iii) applicable law, (iviii) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k6.1(c); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith therewith, or are generally less restrictive than the covenants set forth in this Credit Agreement, (viv) any Permitted Lien or any document or instrument governing any Permitted Lien, ; provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (v) any document or instrument governing Indebtedness incurred pursuant to Section 6.1(i) or Section 6.1(j), (vi) customary restrictions in leases and conditions contained joint venture agreements entered into in any agreement relating to the sale ordinary course of any Property permitted under Section 8.5 pending the consummation of such sale business or (vii) any restrictions with respect to a Subsidiary imposed pursuant to applicable law and other customary conditions and restrictions contained an agreement that has been entered into in any agreement, document connection with the disposition of all or instrument relating to substantially all of the formation, operation and regulatory requirements Capital Stock or limitations related to assets of such Subsidiary in accordance with the Insurance Subsidiaryterms of Section 6.5(a).

Limitation on Restricted Actions. The Credit Parties will not permit any Consolidated Party to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets Property to any Credit Party, Party or (e) except in respect of any Consolidated Party which is not a Credit Party, (i) pledge its Property (other than Excluded Property) pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof or (ii) act as a Credit Party and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da)-(e)(i) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11, (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreementtherewith, (v) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, Lien or (vi) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiarysale.

Limitation on Restricted Actions. The Credit Parties will not permit the Parent or any Consolidated Party to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockEquity Interests or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, Party or (e) act as a Credit Party Guarantor and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with Recapitalization Documents, in each case as in effect as of the restrictions in this Section 8.11Closing Date, (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant permitted under Section 8.1, provided that the encumbrances and restrictions relating to Section 8.1(c)the Parent or any Consolidated Party in such document or instrument are no more restrictive than the corresponding encumbrances and restrictions contained in the Credit Documents, Section 8.1(f)(v) the agreement for any lease by a Consolidated Party permitted hereunder, Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only to the asset or assets constructed subject to such lease, (vi) any agreement relating to a sale of Property by the Parent or acquired in connection therewith or are generally less restrictive than the covenants set forth in a Consolidated Party permitted under this Credit Agreement, provided that any such restriction contained therein relates only to the asset or assets subject to such agreement or (vvii) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets Property subject to such Permitted Lien, (vi) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiary.

Limitation on Restricted Actions. The Credit Parties will not permit any Consolidated Party to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any if the Subordinated Indebtedness to Notes shall have been issued, the extent consistent with Subordinated Note Indenture and the restrictions in this Section 8.11Subordinated Notes, (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to permitted under Section 8.1(c)8.1, Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only the encumbrances and restrictions relating to the asset Parent or assets constructed any Consolidated Party in such document or acquired in connection therewith or instrument are generally less no more restrictive than the covenants set forth corresponding encumbrances and restrictions contained in this the Credit AgreementDocuments, (v) the agreement for any lease by a Consolidated Party permitted hereunder, (vi) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, Lien or (vivii) customary restrictions and conditions contained in any agreement relating to the sale of any Property a Subsidiary permitted under Section 8.5 pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiarysale.

Limitation on Restricted Actions. The Credit Parties will not permit any Consolidated Party to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital Stock, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11, (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreement, (v) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, Lien or (vi) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiarysale.

Limitation on Restricted Actions. The Credit Parties Guarantors will not permit any Consolidated Party to, directly or indirectly, create or otherwise cause or or, except as set forth in Schedule 2.3(k), suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (ai) pay dividends or make any other distributions to any Credit Party Guarantor on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (bii) pay any Indebtedness or other obligation owed to any Credit PartyGuarantor, (ciii) make loans or advances to any Credit PartyGuarantor, (div) sell, lease or transfer any of its properties or assets to any Credit PartyGuarantor, or (ev) act as a Credit Party Guarantor and pledge its assets pursuant to the Credit Bridge Loan Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(di)-(iv) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Indenture, the Bridge Loan Documents or the Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11, (iii) applicable law, (iviii) any document or instrument governing Indebtedness incurred pursuant to (A) Section 8.1(c2.3(a)(ii), Section 8.1(f)and (B) with respect to clause (iv) of the this subsection (k) only, Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided 2.3(a)(viii)provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreementtherewith, (viv) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, Lien or (viv) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 2.3(e) pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiarysale.

Limitation on Restricted Actions. The Credit Parties will not permit any Consolidated Party to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets Property to any Credit Party, or (e) act as a Credit Party and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any the Senior Subordinated Indebtedness to Note Indenture and the extent consistent with Senior Subordinated Notes, in each case as in effect as of the restrictions in this Section 8.11Closing 87 Date, (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k); provided that any such -------- restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith or are generally less restrictive than the covenants set forth in this Credit Agreementtherewith, (v) any Permitted Lien or any document or instrument governing any Permitted Lien, provided that any such restriction -------- contained therein relates only to the asset or assets subject to such Permitted Lien, Lien or (vi) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiarysale.

Limitation on Restricted Actions. The Credit Parties will not permit any Consolidated Party to, directly Directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party the Borrower on its Capital StockStock or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Partythe Borrower, (c) make loans or advances to any Credit Partythe Borrower, (d) sell, lease or transfer any of its properties or assets to any Credit Partythe Borrower, or (e) act as a Credit Party guarantor and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereof, except (in respect of any of the matters referred to in clauses (a)‑(da)-(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11applicable law , (iii) applicable law, (iv) any instrument or document or instrument governing Indebtedness incurred pursuant to (A) Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i) or Section 8.1(k6.1(d); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith and (B) Section 6.1(i) and 6.1(j) and Guaranty Obligations in respect thereof, but in each case only to the extent such encumbrance or are generally less restrictive than restriction excepts the covenants set forth Credit Party Obligations on terms reasonably acceptable to the Administrative Agent, (iv) customary restrictions and conditions contained in this Credit Agreementagreements relating to the sale of a Subsidiary pending such sale, provided such restrictions and conditions apply only to the Subsidiary that is to be sold and such sale is permitted hereunder or (v) any Permitted Lien or any document or instrument governing any Permitted Lien, ; provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (vi) customary restrictions and conditions contained in any agreement relating to the sale of any Property permitted under Section 8.5 pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance Subsidiary.

Limitation on Restricted Actions. The Credit Parties will not not, nor will they permit any Consolidated Party Subsidiary to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any encumbrance or restriction on the ability of any such Person to (a) pay dividends or make any other distributions to any Credit Party on its Capital StockEquity Interests or with respect to any other interest or participation in, or measured by, its profits, (b) pay any Indebtedness or other obligation owed to any Credit Party, (c) make loans or advances to any Credit Party, (d) sell, lease or transfer any of its properties or assets to any Credit Party, or (e) act as a Credit Party Guarantor and pledge its assets pursuant to the Credit Documents or any renewals, refinancings, exchanges, refundings or extension thereofthereof or amend or otherwise modify the Credit Documents, except (in respect of any of the matters referred to in clauses (a)‑(d) above) for such encumbrances or restrictions existing under or by reason of (i) this Credit Agreement and the other Credit Documents, (ii) documents evidencing and/or governing applicable law or other restriction imposed by any Subordinated Indebtedness to the extent consistent with the restrictions in this Section 8.11Governmental Authority, (iii) applicable law, (iv) any document or instrument governing Indebtedness incurred pursuant to Section 8.1(c), Section 8.1(f), Section 8.1(g), Section 8.1(i6.1(c) or any of Section 8.1(k6.1(h) - (k); provided that any such restriction contained therein relates only to the asset or assets constructed constructed, acquired or acquired financed in connection therewith or are generally less restrictive than is otherwise reasonably acceptable to the covenants Administrative Agent, (iv) any document or instrument existing on the Closing Date and set forth in this Credit Agreement, on Schedule 6.9; and (v) any Permitted Lien or any document or instrument governing any Permitted Lien, ; provided that any such restriction contained therein relates only to the asset or assets subject to such Permitted Lien, (vi) customary restrictions and conditions contained in any agreement relating Lien or is otherwise reasonably acceptable to the sale of any Property permitted under Section 8.5 pending the consummation of such sale or (vii) pursuant to applicable law and other customary conditions and restrictions contained in any agreement, document or instrument relating to the formation, operation and regulatory requirements or limitations related to the Insurance SubsidiaryAdministrative Agent.