Frontier Airlines 2008 Annual Report Download - page 200

hereby (in which case, any prohibition or limitation shall only be effective against the assets financed thereby).
7.20 Clauses Restricting Subsidiary Distributions. Enter into or suffer to exist or become effective any consensual encumbrance or
restriction on the ability of any Subsidiary of the Borrower to (a) make Restricted Payments in respect of any Capital Stock of such
Subsidiary held by, or pay any Indebtedness owed to, any Loan Party, (b) make loans or advances to, or other Investments in, any
Loan Party or (c) transfer any of its assets to any Loan Party, except for such encumbrances or restrictions existing under or by reason
of (i) any restrictions existing under the Loan Documents and (ii) any restrictions with respect to a Subsidiary imposed pursuant to an
agreement that has been entered into in connection with the Disposition of all or substantially all of the Capital Stock or assets of such
Subsidiary.
7.21 Capital Expenditures
Make or become legally obligated to make any Capital Expenditures, except for (a) Capital Expenditures not exceeding, in
the aggregate for the Borrower and its Subsidiaries during each Fiscal Year (commencing with the Fiscal Year ending December 31,
2008, and on a noncumulative basis, with effect that amounts not expended in any such period may not be carried forward to a
subsequent period), $25,000; (b) [*] and (c) [*].
7.22 Board Changes
Change the composition of the Board of Directors of the Borrower.
7.23 Material Contracts and Obligations
Enter into any contract or assume any other obligation that may require payment by the Borrower of more than $10,000 in
any calendar year and/or the performance by the Borrower of any material obligations other than any such contract or obligation
reasonably incurred in the ordinary course of the Borrower’s business and in respect of the day-to-day operations of the Borrower.
7.24 Compensation of Officers and Managers
Increase or materially amend the compensation of any officer or manager (or, in the case of an officer or manager hired by
the Borrower after the Effective Date of this Agreement, enter into an employment agreement or employment relationship with such
officer or manager) except upon the prior consent of the Lender.
7.25 Debt Payments upon Event of Default
Upon the occurrence and during the continuance of an Event of Default, make any payments of any kind whatsoever in respect of any
of the obligations described by Schedule 5.21.
*Confidential
Source: REPUBLIC AIRWAYS HOLDINGS INC, 10-K, March 16, 2009 Powered by Morningstar® Document Research℠