MoneyGram 2009 Annual Report Download - page 243

aggregated with all Restricted Payments made after the date hereof pursuant to Section 6.10(ix) and all other payments of Second Lien Indebtedness made
pursuant to this Section 6.17(ii)(D) after the date hereof, does not exceed $25,000,000; or (E) any conversion of the Second Lien Indebtedness into Capital
Stock. For purposes hereof, any voluntary purchase, defeasance or acquisition of Second Lien Indebtedness shall constitute a voluntary prepayment
thereof.
Section 6.18 Inconsistent Agreements. The Borrower shall not, and shall not permit any Borrower Subsidiary to, enter into any indenture, agreement,
instrument (or amendment thereto) or other arrangement which directly or indirectly prohibits or restrains, or has the effect of prohibiting or restraining (x) the
incurrence or repayment of the Obligations or the ability of the Borrower or any Borrower Subsidiary to create or suffer to exist Liens on such Person's
Property securing the Obligations or (y) the ability of any Borrower Subsidiary to (1) pay dividends or make other distributions on its capital or (2) pay any
Indebtedness owed to, or make loans or advances to, or sell, lease or transfer any of its Property to, the Borrower or any Borrower Subsidiary, except that the
following are permitted:
(i) contractual encumbrances or restrictions contained in any Loan Document, any Second Lien Document (including any related Rate Management
Transaction and its related documentation) or otherwise in effect on the Effective Date;
(ii) purchase money obligations for property acquired in the ordinary course of business and Capitalized Lease Obligations that impose restrictions on
disposition of the property so acquired;
(iii) applicable law or any applicable rule, regulation or order or similar restriction;
(iv) any agreement or other instrument of a Person acquired by the Borrower or any Borrower Subsidiary in existence at the time of such acquisition
(but not created in contemplation thereof), which encumbrance or restriction is not applicable to any Person, or the properties or assets of any Person, other
than the Person, or the property or assets of the Person, so acquired;
(v) contracts for the sale of assets, including, without limitation, customary restrictions with respect to a Borrower Subsidiary pursuant to an agreement
that has been entered into relating to the sale or disposition of all or substantially all the Capital Stock or assets of that Borrower Subsidiary pursuant to a
transaction otherwise permitted by this Agreement;
(vi) restrictions imposed by the terms of secured Indebtedness otherwise permitted to be incurred pursuant to Sections 6.11 and 6.15 hereof that, in the
case of a Loan Party, relate to the assets securing such Indebtedness;
(vii) restrictions on cash or other deposits or portfolio securities or net worth imposed by customers or Governmental Entities under contracts entered
into in the ordinary course of business; 93