Asset Acquisitions. In addition to payment of the Montage Termination Fee as provided in [Section 2], Montage also hereby agrees, that during the applicable Exclusivity Period (as defined below), it shall consider, and negotiate in good faith with respect to, any offer or offers made by Marigold (or its designated Affiliate) to purchase substantially all of the assets of Montage and its Affiliates primarily used or held for use in connection with the business and operation of the television broadcast stations set forth on [Schedule A] (the “Station Assets” and “Station Acquisitions”) and digital businesses set forth on [Schedule B] (the “Digital Assets”)and “Digital Asset Acquisitions”). The “Exclusivity Period” shall mean with respect to the Station Assets, 30 days following the date of this Agreement; and with respect to the Digital Assets, 60 days following the date of this Agreement.

Acquisitions. Acquired the capital stock or other securities or any ownership interest in, or substantially all of the assets of, any other Person;

Except as provided below neither the Borrower nor any other member of the Group may acquire a company or any shares or securities or a business or undertaking (or, in each case, any interest in any of them).

Acquisitions. Notwithstanding anything to the contrary above, the licenses, releases, covenants, and Standstill set forth above shall exclude any pre-acquisition products (and Natural Evolutions thereof following the date of the acquisition) of another Person that acquires or is acquired by (whether by merger, consolidation, share acquisition, acquisition of all or substantially all assets or otherwise) a Party (or any other Person that is directly or indirectly controlling, controlled by, or under common control with such Party) on or after the Effective Date. The Standstill set forth above shall not apply to any action or lawsuit in which the acquired Person is a party and that is pending as of the date of the public announcement of the acquisition of the acquired Person.

Investments (other than Permitted Intercompany Advances) by # Parent or any of its Restricted Subsidiaries in any Loan Party (other than Parent), and # by and among Restricted Subsidiaries that are not Loan Parties,

Investments resulting from entering into # Bank Product Agreements, or # agreements relative to Indebtedness that is permitted under [clause (i)] of the definition of Permitted Indebtedness,

Investments consisting of debt securities as partial consideration for the Disposition of assets to the extent permitted by [Section 7.05(f)];

Investments permitted pursuant to [[Section 8.02, 8.03, 8.05 or 8.07]7]7]7]]7]7]7];

Permitted Acquisitions. The Company will not, nor will it permit any Subsidiary to, make any Acquisitions, other than Acquisitions meeting the following requirements or otherwise approved by the Required Lenders (each such Acquisition constituting a “Permitted Acquisition”):

Future Approved Entity Investments in an aggregate amount not to exceed ​ so long as # the Approved Entity substantially concurrently uses all of the proceeds of the Future Approved Entity Investment to acquire Capital Stock in or all or substantially all of the assets of APC or another Material Associated Practice pursuant to which the net economic benefit of such acquisition is wholly transferred to such Approved Entity through such Approved Entity’s ownership of the Capital Stock in or assets of APC or such other Material Associated Practice, # the Administrative Agent receives collateral security in respect of such Investment that is substantially similar (and no less favorable to the Administrative Agent, including, for the avoidance of doubt, a Collateral Assignment and designation as an “additional secured party”) to the AP-AMH Loan, # before and after giving effect to any such Future Approved Entity Investment, no Default or Event of Default has occurred and is continuing and # the Borrower shall have delivered to the Administrative Agent a pro forma Compliance Certificate signed by a Responsible Officer at least 5 days prior to the date of the consummation of such Future Approved Entity Investment demonstrating that on a Pro Forma Basis after giving effect to any such Future Approved Entity Investment, the Borrower is in compliance with each of the covenants set forth in [Article VI], measuring Consolidated Total Net Debt for purposes of [Section 6.1] as of the date of such Future Approved Entity Investment and otherwise recomputing the covenants set forth in [Article VI] as of the last day of the most recently ended Fiscal Quarter for which financial statements are required to have been delivered pursuant to [Section 5.1(b)] as if such Future Approved Entity Investment had occurred;