22.09.2015 Views

Exhibit 10.2 NewPage - Executed ABL Agreement

Exhibit 10.2 NewPage - Executed ABL Agreement

Exhibit 10.2 NewPage - Executed ABL Agreement

SHOW MORE
SHOW LESS

You also want an ePaper? Increase the reach of your titles

YUMPU automatically turns print PDFs into web optimized ePapers that Google loves.

of any transfer of, agreement to transfer or option or right with respect to any property, assets or<br />

Equity Interests not otherwise prohibited under this <strong>Agreement</strong> or (iv) described on Schedule<br />

6.05, and amendments, modifications, extensions and renewals thereof (including any such<br />

extension or renewal arising as a result of an extension, renewal or refinancing of any<br />

Indebtedness containing such restriction or condition); provided, in each case, that the scope of<br />

any such restriction or condition shall not have been expanded as a result thereof, (v) restrictions<br />

and conditions imposed by agreements binding on any Subsidiary (or on any Person not<br />

previously a Subsidiary that is merged or consolidated with or into a Subsidiary in a transaction<br />

permitted hereunder) in existence at the time such Subsidiary became a Subsidiary (or at the time<br />

of such merger or consolidation); provided, that such restrictions and conditions apply only to<br />

such Subsidiary (or, in the case of any such merger or consolidation, the Persons party thereto),<br />

and amendments, modifications, extensions or renewals thereof (including any such extension or<br />

renewal arising as a result of an extension, renewal or, in the case of any such agreement relating<br />

to Indebtedness, refinancing of such agreement); provided, in each case, that the scope of any<br />

such restriction or condition shall not have been expanded as a result thereof and (vi) restrictions<br />

and conditions contained in agreements and documents governing Indebtedness of any<br />

Subsidiary that is not, and is not required to become, a Credit Party hereunder; provided, that<br />

such restrictions and conditions apply only to such Subsidiary.<br />

SECTION 6.06 Investments. No Credit Party shall, nor shall it permit any of its<br />

Subsidiaries to, directly or indirectly, make or own any Investment in any Person, including any<br />

Joint Venture, except:<br />

(a)<br />

Investments in Cash and Cash Equivalents;<br />

(b) equity Investments owned as of the Effective Date in any Subsidiary and<br />

Investments made after the Effective Date in Borrower and any wholly-owned Guarantor<br />

Subsidiary of Borrower;<br />

(c) Investments (i) in any Securities received in satisfaction or partial<br />

satisfaction thereof from financially troubled account debtors and (ii) deposits, prepayments and<br />

other credits to suppliers made in the ordinary course of business consistent with the past<br />

practices of Holdings and its Subsidiaries;<br />

(d) intercompany loans to the extent permitted under Section 6.01(b) and<br />

other Investments in Subsidiaries which are not wholly-owned Guarantors, provided that such<br />

Investments (including through intercompany loans and any Permitted Acquisition) in<br />

Subsidiaries other than wholly-owned Guarantor Subsidiaries of Borrower shall not exceed at<br />

any time an aggregate amount $25,000,000;<br />

(e) (i) loans and advances to employees of Holdings and its Subsidiaries made<br />

in the ordinary course of business and (ii) payroll, travel and similar advances to directors,<br />

officers and employees of Holdings or any Subsidiary to cover matters that are expected at the<br />

time of such advances to be treated as expenses of Holdings or such Subsidiary for accounting<br />

purposes and that are made in the ordinary course of business, in the case of (i) and (ii), in an<br />

aggregate principal amount not to exceed $2,500,000;<br />

CH\1416587.18<br />

113

Hooray! Your file is uploaded and ready to be published.

Saved successfully!

Ooh no, something went wrong!