Nautilus 2005 Annual Report Download - page 117
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Section 5.8. Borrowing
. No Company shall create, incur or have outstanding any Indebtedness of any kind; provided that this Section 5.8
shall not apply to the following:
(a) the Loans, the Letters of Credit and any other Indebtedness under this Agreement;
(b) any loans granted to or Capitalized Lease Obligations entered into by any Company for the purchase or lease of fixed assets (and
refinancings of such loans or Capitalized Lease Obligations), which loans and Capitalized Lease Obligations shall only be secured by the fixed
assets being purchased or leased, so long as the aggregate principal amount of all such loans and Capitalized Lease Obligations for all
Companies shall not exceed Ten Million Dollars ($10,000,000) at any time outstanding;
(c) the Indebtedness existing on the Closing Date, in addition to the other Indebtedness permitted to be incurred pursuant to this
Section 5.8, as set forth in Schedule 5.8 hereto (and any extension, renewal or refinancing thereof so long as the principal amount thereof shall
not be increased after the Closing Date);
(d) loans to a Company from a Company so long as each such Company is a Credit Party;
(e) Indebtedness under any Hedge Agreement, so long as such Hedge Agreement shall have been entered into in the ordinary course of
business and not for speculative purposes;
(f) Permitted Foreign Subsidiary Loans and Investments; and
(g) other unsecured Indebtedness, in addition to the Indebtedness listed above, so long as no Default or Event of Default shall then exist
or immediately thereafter shall begin to exist.
Section 5.9. Liens . No Company shall create, assume or suffer to exist (upon the happening of a contingency or otherwise) any Lien
upon any of its property or assets, whether now owned or hereafter acquired; provided that this Section 5.9 shall not apply to the following:
(a) Liens for taxes not yet due or that are being actively contested in good faith by appropriate proceedings and for which adequate
reserves shall have been established in accordance with GAAP;
(b) other statutory (including landlord Liens), carrier, warehouse, or maritime Liens incidental to the conduct of its business or the
ownership of its property and assets that (i) were not incurred in connection with the borrowing of money or the obtaining of advances or
credit, and (ii) do not in the aggregate materially detract from the value of its property or assets or materially impair the use thereof in the
operation of its business;
(c) Liens on property or assets of a Subsidiary to secure obligations of such Subsidiary to a Credit Party;
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