Common use of Limitations on Subsidiary Debt Clause in Contracts

Limitations on Subsidiary Debt. No Borrower will permit any Subsidiary of the Company to contract, create, incur, assume or permit to exist any Debt, except: (a) Debt arising under this Agreement and the other Loan Documents; (b) Debt existing as of the Closing Date as referenced on Schedule 5.01(p) (and renewals, refinancings or extensions thereof on terms and conditions no less favorable in any material respect to such Person than such existing Debt and in a principal amount not in excess of that outstanding as of the date of such renewal, refinancing or extension); (c) Capital Lease obligations and Debt incurred, in each case, to provide all or a portion of the purchase price or costs of construction of an asset or, in the case of a Sale and Leaseback Transaction, to finance the value of such asset owned by a Borrower or any of its Subsidiaries; provided that (i) such Debt when incurred shall not exceed the purchase price or cost of construction of such asset or, in the case of a Sale and Leaseback Transaction, the fair market value of such asset and any transaction costs directly related thereto, (ii) no such Debt shall be refinanced for a principal amount in excess of the principal balance outstanding thereon (together with any accrued interest thereon and closing costs relating thereto) at the time of such refinancing, and (iii) the aggregate principal amount of all such Debt shall not exceed $200,000,000 at any time outstanding; (d) intercompany Debt owed by any Subsidiary of the Company to the Company or any other Subsidiary of the Company; (e) Debt and Obligations owing under Hedging Agreements relating to the Loans hereunder and other Hedging Agreements entered into in order to manage existing or anticipated interest rate, exchange rate or commodity price risks and not for speculative purposes; (f) Debt in connection with any Permitted Securitization Transaction; (g) Debt of the types described in clause (j) of the definition of Debt which is incurred in the ordinary course of business in connection with (i) the sale or purchase of goods, or (ii) to assure performance by the Company or any of its Subsidiaries of their respective service contracts, operating leases, obligations to a utility or a governmental entity, or worker’s compensation obligations; (h) Support Obligations of Debt of the Company or Debt otherwise permitted under this Section 8.03; (i) Debt set forth on Schedule 5.01(p); and (j) other Debt of the Subsidiaries at any time outstanding which in the aggregate does not exceed 20% of Consolidated Net Tangible Assets, measured as of the date of the incurrence of such Debt.

Limitations on Subsidiary Debt. No Borrower will permit any Subsidiary of the Company to contract, create, incur, assume or permit to exist any Debt, except: (a) Debt arising under this Agreement and the other Loan Documents; (b) Debt existing as of the Closing Date as referenced on Schedule 5.01(p) 8.03 (and renewals, refinancings or extensions thereof on terms and conditions no less favorable in any material respect to such Person than such existing Debt and in a principal amount not in excess of that outstanding as of the date of such renewal, refinancing or extension); (c) Capital Lease obligations and Debt incurred, in each case, to provide all or a portion of the purchase price or costs of construction of an asset or, in the case of a Sale and Leaseback Transaction, to finance the value of such asset owned by a Borrower or any of its Subsidiaries; provided that (i) such Debt when incurred shall not exceed the purchase price or cost of construction of such asset or, in the case of a Sale and Leaseback Transaction, the fair market value of such asset and any transaction costs directly related thereto, (ii) no such Debt shall be refinanced for a principal amount in excess of the principal balance outstanding thereon (together with any accrued interest thereon and closing costs relating thereto) at the time of such refinancing, and (iii) the aggregate principal amount of all such Debt shall not exceed $200,000,000 at any time outstanding; (d) intercompany Debt owed by any Subsidiary of the Company to the Company or any other Subsidiary of the Company; (e) Debt and Obligations owing under Hedging Agreements relating to the Loans hereunder and other Hedging Agreements entered into in order to manage existing or anticipated interest rate, exchange rate or commodity price risks and not for speculative purposes; (f) Debt in connection with any Permitted Securitization TransactionReceivables Financing Indebtedness; (g) Debt of the types described in clause (j) of the definition of Debt which is incurred in the ordinary course of business in connection with (i) the sale or purchase of goods, or (ii) to assure performance by the Company or any of its Subsidiaries of their respective service contracts, operating leases, obligations to a utility or a governmental entity, or worker’s compensation obligations; (h) Support Obligations of Debt of the Company or Debt otherwise permitted under this Section 8.03; (i) Debt set forth on Schedule 5.01(p); and (j) other Debt of the Subsidiaries at any time outstanding which which, when combined with (A) any Debt then outstanding under Section 8.02(r) and (B) all Subsidiary Cybersecurity Obligations not constituting Pari Cybersecurity Obligations, in the aggregate does not exceed 2030% of Consolidated Net Tangible Assets, measured as of the date of the incurrence of such Debt.; and

Limitations on Subsidiary Debt. No Borrower will permit any Subsidiary of the Company to contract, create, incur, assume or permit to exist any Debt, except: (a) Debt arising under this Agreement and the other Loan Documents; (b) Debt existing as of the Closing Date as referenced on Schedule 5.01(p6.1(p) (and renewals, refinancings or extensions thereof on terms and conditions no less favorable in any material respect to such Person than such existing Debt and in a principal amount not in excess of that outstanding as of the date of such renewal, refinancing or extension); (c) Capital Lease obligations and Debt incurred, in each case, to provide all or a portion of the purchase price or costs of construction of an asset or, in the case of a Sale and Leaseback Transaction, to finance the value of such asset owned by a the Borrower or any of its Subsidiaries; , provided that -------- (i) such Debt when incurred shall not exceed the purchase price or cost of construction of such asset or, in the case of a Sale and Leaseback Transaction, the fair market value of such asset and any transaction costs directly related thereto, (ii) no such Debt shall be refinanced for a principal amount in excess of the principal balance outstanding thereon (together with any accrued interest thereon and closing costs relating thereto) at thereto)at the time of such refinancing, ; and (iii) the aggregate principal amount of all such Debt shall not exceed $200,000,000 at any time outstanding; (d) unsecured intercompany Debt owed by any Subsidiary of the Company to the Company or any other Subsidiary of the Company; (e) Debt and Obligations owing under Hedging Agreements relating to the Loans hereunder and other Hedging Agreements entered into in order to manage existing or anticipated interest rate, exchange rate or commodity price risks and not for speculative purposes; (f) Debt in connection with any Permitted Securitization Transaction; (g) Debt of the types described in clause (j) of the definition of Debt which is incurred in the ordinary course of business in connection with (i1) the sale or purchase of goods, or (ii2) to assure performance by the Company or any of its Subsidiaries of their respective service contracts, operating leases, obligations to a utility or a governmental entity, or worker’s 's compensation obligations; (h) Support Obligations of Debt of the Company or Debt otherwise permitted under this Section 8.03; (i) Debt set forth on Schedule 5.01(p)9.3; and (ji) other Debt of the Subsidiaries at any time outstanding which in the aggregate does not exceed 20% of Consolidated Net Tangible Assets, measured as of Assets in the date of the incurrence of such Debt.aggregate at anytime outstanding; and

Limitations on Subsidiary Debt. No Borrower will permit any Subsidiary of the Company to contract, create, incur, assume or permit to exist any Debt, except: (a) Debt arising under this Agreement and the other Loan Documents; (b) Debt existing as of the Closing Date as referenced on Schedule 5.01(p6.1(p) (and renewals, refinancings or extensions thereof on terms and conditions no less favorable in any material respect to such Person than such existing Debt and in a principal amount not in excess of that outstanding as of the date of such renewal, refinancing or extension); (c) Capital Lease obligations and Debt incurred, in each case, to provide all or a portion of the purchase price or costs of construction of an asset or, in the case of a Sale and Leaseback Transaction, to finance the value of such asset owned by a the Borrower or any of its Subsidiaries; provided , PROVIDED that (i) such Debt when incurred shall not exceed the purchase price or cost of construction of such asset or, in the case of a Sale and Leaseback Transaction, the fair market value of such asset and any transaction costs directly related thereto, (ii) no such Debt shall be refinanced for a principal amount in excess of the principal balance outstanding thereon (together with any accrued interest thereon and closing costs relating thereto) at thereto)at the time of such refinancing, ; and (iii) the aggregate principal amount of all such Debt shall not exceed $200,000,000 at any time outstanding; (d) intercompany Debt owed by any Subsidiary of the Company to the Company or any other Subsidiary of the Company; (e) Debt and Obligations owing under Hedging Agreements relating to the Loans hereunder and other Hedging Agreements entered into in order to manage existing or anticipated interest rate, exchange rate or commodity price risks and not for speculative purposes; (f) Debt in connection with any Permitted Securitization Transaction; (g) Debt of the types described in clause (j) of the definition of Debt which is incurred in the ordinary course of business in connection with (i1) the sale or purchase of goods, or (ii2) to assure performance by the Company or any of its Subsidiaries of their respective service contracts, operating leases, obligations to a utility or a governmental entity, or worker’s 's compensation obligations; (h) Support Obligations of Debt of the Company or Debt otherwise permitted under this Section 8.03; (i) Debt set forth on Schedule 5.01(p)9.3; and (ji) other Debt of the Subsidiaries at any time outstanding which in the aggregate does not exceed 20% of Consolidated Net Tangible Assets, measured as of the date of the incurrence of such Debt.

Limitations on Subsidiary Debt. No Borrower will permit any Subsidiary of the Company to contract, create, incur, assume or permit to exist any Debt, except: (a) Debt arising under this Agreement and the other Loan Documents; (b) Debt existing as of the Closing Date as referenced on Schedule 5.01(p) 8.03 (and renewals, refinancings or extensions thereof on terms and conditions no less favorable in any material respect to such Person than such existing Debt and in a principal amount not in excess of that outstanding as of the date of such renewal, refinancing or extension); (c) Capital Lease obligations and Debt incurred, in each case, to provide all or a portion of the purchase price or costs of construction of an asset or, in the case of a Sale and Leaseback Transaction, to finance the value of such asset owned by a Borrower or any of its Subsidiaries; provided that (i) such Debt when incurred shall not exceed the purchase price or cost of construction of such asset or, in the case of a Sale and Leaseback Transaction, the fair market value of such asset and any transaction costs directly related thereto, (ii) no such Debt shall be refinanced for a principal amount in excess of the principal balance outstanding thereon (together with any accrued interest thereon and closing costs relating thereto) at the time of such refinancing, and (iii) the aggregate principal amount of all such Debt shall not exceed $200,000,000 at any time outstanding; (d) intercompany Debt owed by any Subsidiary of the Company to the Company or any other Subsidiary of the Company; (e) Debt and Obligations owing under Hedging Agreements relating to the Loans hereunder and other Hedging Agreements entered into in order to manage existing or anticipated interest rate, exchange rate or commodity price risks and not for speculative purposes; (f) Debt in connection with any Permitted Securitization TransactionIntentionally Omitted; (g) Debt of the types described in clause (j) of the definition of Debt which is incurred in the ordinary course of business in connection with (i) the sale or purchase of goods, or (ii) to assure performance by the Company or any of its Subsidiaries of their respective service contracts, operating leases, obligations to a utility or a governmental entity, or worker’s compensation obligations; (h) Support Obligations of Debt of the Company or Debt otherwise permitted under this Section 8.03; (i) Debt set forth on Schedule 5.01(p); and (j) other Debt of the Subsidiaries at any time outstanding which which, when combined with any Debt then outstanding under Section 8.02(r), in the aggregate does not exceed 2030% of Consolidated Net Tangible Assets, measured as of the date of the incurrence of such Debt; and (j) Debt of the Acquired Business in an aggregate principal amount outstanding not to exceed at any time AUD $300,000,000.

Limitations on Subsidiary Debt. No Borrower The Parent will not permit any Subsidiary of the Company Parent to contract, create, incur, assume or permit to exist any Debt, except: (a) Debt arising under this Agreement and the other Loan DocumentsSubsidiary Guarantee Agreement; (b) Debt existing as of the Closing Amendment Effective Date as referenced on Schedule 5.01(p10.3(b) to the Amendment Agreement (and renewals, refinancings or extensions thereof on terms and conditions no less favorable in any material respect to such Person than such existing Debt and in a principal amount not in excess of that outstanding as of the date of such renewal, refinancing or extension); (c) Capital Lease obligations Obligations and Debt incurred, in each case, to provide all or a portion of the purchase price or costs of construction of an asset or, in the case of a Sale and Leaseback Transaction, to finance the value of such asset owned by a Borrower the Parent or any of its Subsidiaries; , provided that (i) such Debt when incurred shall not exceed the purchase price or cost of construction of such asset or, in the case of a Sale and Leaseback Transaction, the fair market value of such asset and any transaction costs directly related thereto, (ii) no such Debt shall be refinanced for a principal amount in excess of the principal balance outstanding thereon (together with any accrued interest thereon and closing costs relating thereto) at the time of such refinancing, and (iii) the aggregate principal amount of all such Debt shall not exceed $200,000,000 at any time outstanding; (d) intercompany Debt owed by any Subsidiary of the Company Parent to the Company Parent or any other Subsidiary of the CompanyParent; (e) Debt and Obligations owing under Hedging Agreements relating to the Loans hereunder Bank Credit Agreement and other Hedging Agreements entered into in order to manage existing or anticipated interest rate, exchange rate or commodity price risks and not for speculative purposes; (f) Debt in connection with any Permitted Securitization Transaction; (g) Debt of the types described in clause (j) of the definition of Debt which is incurred in the ordinary course of business in connection with (i) the sale or purchase of goods, or (ii) to assure performance by the Company Parent or any of its Subsidiaries of their respective service contracts, operating leases, obligations to a utility or a governmental entity, or worker’s compensation obligations; (h) Support Obligations of Debt of the Company Parent or Debt otherwise permitted under this Section 8.0310.3; (i) Debt set forth on Schedule 5.01(p)any guaranty from time to time arising by virtue of a Subsidiary of Parent at any time becoming a “Designated Borrower” under the Bank Credit Agreement, so long as if such Subsidiary would be required to deliver a Subsidiary Guaranty Agreement pursuant to Section 9.7, such Subsidiary Guaranty Agreement has been delivered; and (j) other Debt of the Subsidiaries at any time outstanding which in the aggregate does not exceed 20% of Consolidated Net Tangible Assets, measured as of the date of the incurrence of such Debt.