Audiovox 2012 Annual Report Download - page 277

 
Except as permitted by Section 6.4(a)(viii), the Credit Parties will not, nor will they permit any Subsidiary to, directly or
indirectly, become or remain liable as lessee or as guarantor or other surety with respect to any lease, whether an Operating Lease or a
Capital Lease, of any property (whether real, personal or mixed), whether now owned or hereafter acquired, (a) which any Credit Party
or any Subsidiary has sold or transferred or is to sell or transfer to a Person which is not a Credit Party or a Subsidiary or (b) which any
Credit Party or any Subsidiary intends to use for substantially the same purpose as any other property which has been sold or is to be sold
or transferred by a Credit Party or a Subsidiary to another Person which is not a Credit Party or a Subsidiary in connection with such
lease.
 
The Credit Parties will not, nor will they permit any Subsidiary to, enter into, assume or become subject to any agreement
prohibiting or otherwise restricting the creation or assumption of any Lien upon any of their properties or assets, whether now owned or
hereafter acquired, or requiring the grant of any security for such obligation if security is given for some other obligation, except
(a) pursuant to this Agreement and the other Credit Documents, (b) any document or instrument governing Indebtedness incurred
pursuant to Section 6.1(c) or any of Section 6.1(h) - (k); provided that any such restriction contained therein relates only to the asset or
assets constructed or acquired in connection therewith or is otherwise acceptable to the Administrative Agent, and (c) in connection with
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.
  
Each of the Credit Parties will notopen, maintain or otherwise have any checking, savings or other accounts (including
securities accounts) at any bank or other financial institution, or any other account where money is or may be deposited or maintained
with any Person, other than (a) the accounts set forth on Schedule 3.16(c) and designated as unrestricted accounts; provided that the
balance on any such account does not exceed $100,000 and the aggregate balance in all such accounts does not exceed $100,000,
(b) deposit accounts that are subject to a Deposit Account Control Agreement, (c) securities accounts that are subject to a Securities
Account Control Agreement, (d) deposit accounts established solely as payroll and other zero balance accounts, (e) other deposit
accounts, so long as at any time the balance in any such account does not exceed $100,000 and the aggregate balance in all such accounts
does not exceed $100,000 and (f) with respect to accounts of Foreign Credit Parties, such other accounts as the Foreign Credit Parties and
the Administrative Agent shall agree to exclude due to applicable law or cost of obtaining or maintaining a Deposit Account Control
Agreement or Securities Account Control Agreement.
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