First Data 2007 Annual Report Download - page 343

(e) the Borrower and the Restricted Subsidiaries may lease, sublease, license or sublicense real, personal or intellectual property in the ordinary
course of business;
(f) the Borrower and the Restricted Subsidiaries may make Dispositions of property (including like-kind exchanges) to the extent that (i) such
property is exchanged for credit against the purchase price of similar replacement property or (ii) the proceeds of such Disposition are applied to the
purchase price of such replacement property, in each case under Section 1031 of the Code or otherwise;
(g) the Borrower and the Restricted Subsidiaries may make Dispositions of property pursuant to Permitted Sale Leaseback transactions;
(h) the Borrower and the Restricted Subsidiaries may make Dispositions of Investments in joint ventures and Merchant Acquisition and
Processing Alliances (regardless of the form of legal entity) to the extent required by, or made pursuant to, customary buy/sell arrangements between
the joint venture parties set forth in joint venture arrangements and similar binding arrangements;
(i) the Borrower and the Restricted Subsidiaries may make Dispositions of Investments in Merchant Acquisition and Processing Alliances
(regardless of the form of legal entity) relating to any equity reallocation in connection with an asset or equity contribution;
(j) customary Dispositions in connection with any Permitted Receivables Financing;
(k) the Borrower and the Restricted Subsidiaries may make Dispositions listed on Schedule 10.4 to the Original Credit Agreement ("Scheduled
Dispositions");
(l) transfers of property subject to a Casualty Event upon receipt of the Net Cash Proceeds of such Casualty Event;
(m) the Borrower and the Restricted Subsidiaries may make Dispositions of accounts receivable or other obligations owing to the Borrower or
any Restricted Subsidiary in connection with the collection, compromise or realization thereof;
(n) the Borrower and the Restricted Subsidiaries may effect the unwinding of any Hedge Agreement;
(o) the Borrower and the Restricted Subsidiaries may make Dispositions (excluding any Disposition of accounts receivable except in connection
with the Disposition of any business to which such accounts receivable relate), for fair value to the extent that (i) the aggregate consideration for all
Dispositions made pursuant to this clause (o) shall not exceed 15% of Consolidated Total Assets since the Original Closing Date and (ii) the Net Cash
Proceeds of all Dispositions made pursuant to this clause (o) are promptly applied to the prepayment of Term Loans as provided in Section 5.2 without
giving effect to any reinvestment rights under clause (iv) of the definition of "Net Cash Proceeds"
(p) the Borrower and any Restricted Subsidiaries may sell, transfer or otherwise dispose of any Foreign Subsidiary to any other Foreign
Subsidiary; and
(q) the Borrower and the Restricted Subsidiaries may make Dispositions of any assets between or among the Borrower and/or its Restricted
Subsidiaries as a substantially concurrent interim Disposition in connection with a Disposition otherwise permitted pursuant to clauses(a) through
(p) above.
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