Enter into, or permit to exist, any Contractual Obligation (except for this Agreement and the other Loan Documents) that encumbers or restricts the ability of any such Person to # to act as a Loan Party;, # make Restricted Payments to any Loan Party, # pay any Indebtedness or other obligation owed to any Loan Party, # make loans or advances to any Loan Party, or # create any Lien upon any of their properties or assets, whether now owned or hereafter acquired, except, in the case of clause (a)(v) only, for any document or instrument governing Indebtedness incurred pursuant to Section 7.02(c); provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith; provided that # the foregoing shall not apply to restrictions and conditions imposed by law or by this Agreement, # the foregoing shall not apply to restrictions and conditions existing on the date hereof identified on [Schedule 7.09] (but shall apply to any extension or renewal of, or any amendment or modification expanding the scope of, any such restriction or condition), # the foregoing shall not apply to customary restrictions and conditions contained in agreements relating to the sale of a Subsidiary pending such sale, provided that such restrictions and conditions apply only to the Subsidiary that is to be sold and such sale is permitted hereunder, and # the foregoing shall not apply to customary provisions in leases and other contracts restricting the assignment thereof.

Enter into, or permit to exist, any Contractual Obligation (except for this Agreement and the other Loan Documents) that # encumbers or restricts the ability of any such Person to # act as a [[Loan Party:Organization]]; # make Restricted Payments to any [[Loan Party:Organization]], # pay any Indebtedness or other obligation owed to any [[Loan Party:Organization]], # make loans or advances to any [[Loan Party:Organization]], or # create any Lien upon any of their properties or assets, whether now owned or hereafter acquired, except, in the case of clause (a)(v) only, for any document or instrument governing Indebtedness incurred pursuant to [Section 7.02(c)], provided that any such restriction contained therein relates only to the asset or assets constructed or acquired in connection therewith, or # requires the grant of any Lien on property for any obligation if a Lien on such property is given as security for the Secured Obligations.

. Enter into or permit to exist any Contractual Obligation (other than this Agreement, any other Loan Document, or any Additional Permitted Debt Documents) that limits the ability of # any Restricted Subsidiary that is not a Loan Party to make Restricted Payments to any Loan Party or # any Loan Party to create, incur, assume or suffer to exist Liens on property of such Person for the benefit of the ​ with respect to this Agreement and the Obligations or under the other Loan Documents; provided that the [foregoing clauses (a) and (b)])] shall not apply to Contractual Obligations which (i) (x) exist on the Fifth Restatement Effective Date and (to the extent not otherwise permitted by this [Section 7.09]) are listed on [Schedule 7.09] hereto and # to the extent Contractual Obligations permitted by [clause (x)] are set forth in an agreement evidencing Indebtedness, are set forth in any agreement evidencing any permitted renewal, extension or refinancing of such Indebtedness so long as such renewal, extension or refinancing does not expand the scope of such Contractual Obligation, # are binding on a Restricted Subsidiary at the time such Restricted Subsidiary first becomes a Restricted Subsidiary or at the time such Restricted Subsidiary merges or amalgamates with or into the Lead Borrower or any of its Restricted Subsidiaries or is assumed in connection with the acquisition of assets from such Person, so long as such Contractual Obligations were not entered into in contemplation of such Person becoming a Restricted Subsidiary; provided, further that this [clause (ii)] shall not apply to Contractual Obligations that are binding on a Person that becomes a Restricted Subsidiary pursuant to [Section 7.15], # represent Indebtedness of a Restricted Subsidiary which is not a Loan Party which is permitted by [Section 7.03], # arise in connection with any Lien permitted by [Section 7.01(t)] or any Disposition permitted by [Section 7.05], # are customary provisions in joint venture agreements and other similar agreements or written arrangements applicable to joint ventures permitted under [Section 7.02] and applicable solely to such joint venture entered into in the ordinary course of business, # are negative pledges and restrictions on Liens in favor of any holder of Indebtedness permitted under [Section 7.03] but solely to the extent any negative pledge relates to the property financed by or the subject of such Indebtedness (and excluding in any event any Indebtedness constituting any Junior Financing) and the proceeds and products thereof, # are customary restrictions in leases, subleases, licenses, asset sale or similar agreements, including with respect to intellectual property and other similar agreements, otherwise permitted hereby so long as such restrictions relate to the assets subject thereto, # comprise restrictions imposed by any agreement relating to secured Indebtedness permitted pursuant to [Section 7.03(e), 7.03(g), 7.03(n) or 7.03(u)])])])] to the extent that such restrictions apply only to the property or assets securing such Indebtedness or, in the case of Indebtedness incurred pursuant to [Section 7.03(g)] only, to the Restricted Subsidiaries incurring or guaranteeing such Indebtedness, # are customary provisions restricting subletting or assignment of any lease governing a leasehold interest of any Restricted Subsidiary, # are customary provisions restricting assignment of any agreement entered into in the ordinary course of business, # are restrictions on cash or other deposits imposed by customers under contracts entered into in the ordinary course of business, # arise in connection with cash or other deposits permitted under [Section 7.01], # are obligations under any Swap Contracts or other derivative instruments entered into for the purpose of hedging interest rate or currency risks in effect on the Fifth Restatement Effective Date, or # are # applicable to any Special Purpose Receivables Subsidiary in connection with any Permitted Receivables Financing, # applicable only to the Accounts (and Related Rights and Property) which are owing by the Designated Account Debtor associated with such Permitted Receivables Financing, or # are customary in the context of a Permitted Receivables Financing and have been approved by the Administrative Agent (in its commercially reasonable discretion exercised in good faith).

Enter into any Contractual Obligation (other than this Agreement or any other Loan Document or any agreement evidencing or governing Unsecured Debt otherwise permitted hereunder containing restrictions substantially similar to those contained in the Loan Documents) that # limits the ability of any Subsidiary to make Restricted Payments to any Borrower or any Guarantor or to otherwise transfer property to any Borrower or any Guarantor, # limits the ability of any Subsidiary to Guarantee the Indebtedness of the Borrowers, # constitutes a Negative Pledge or otherwise limits the ability of any Borrower or any Subsidiary to create, incur, assume or suffer to exist Liens on property of such Person; or # requires the grant of a Lien to secure an obligation of such Person if a Lien is granted to secure another obligation of such Person; provided that this [Section 7.06] # shall not apply to provisions in Indebtedness documents permitted hereunder and that do not result in a violation of the covenants set forth in [Section 7.08], provided that any such restriction contained therein relates only to the properties or assets constructed or acquired in connection with such Indebtedness and # shall not be deemed to restrict the ability of any Non-Guarantor Subsidiary from entering into Contractual Obligations of any type related to secured financing transactions.

No Borrower will, and no Borrower will permit any of the other Loan Parties to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction on the ability of any such Loan Party to # pay dividends or make any other distributions on its Equity Interest owned by any Borrower or any other Loan Party, or pay any Indebtedness owed to any Borrower or any other Loan Party, # make loans or advances to any Borrower or any other Loan Party or # transfer any of its properties or assets to any Borrower or any other Loan Party, except for such encumbrances or restrictions existing under or by reason of # Applicable Laws regulation or order, # this Agreement and the other Loan Documents, # customary provisions restricting subletting, transfer, license or assignment of any lease governing any leasehold interest of any Borrower or any other Loan Party or otherwise relating to the assets subject thereto, # customary provisions restricting transfer, license or assignment of any licensing agreement or other contract (or otherwise relating to the assets subject thereto) entered into by any Borrower or any other Loan Party in the Ordinary Course of Business, # restrictions on the transfer of any asset or Subsidiary pending the close of a permitted sale of such asset or Subsidiary, # restrictions on the transfer of any asset subject to a Lien permitted by [Sections 7.1(c), (f), (h), (n) or (o)])])])])]; # negative pledges and restrictions on Liens in favor of any holder of Indebtedness for borrowed money permitted under [Section 7.4] but only if such negative pledge or restriction expressly permits Liens for the benefit of the [[Organization B:Organization]] and the Lenders with respect to the credit facilities established hereunder and the Obligations under the Loan Documents on a senior basis and without a requirement that such holders of such Indebtedness be secured by such Liens equally and ratably or on a junior basis; # encumbrances or restrictions on cash or other deposits or net worth imposed by customers under agreements entered into in the Ordinary Course of Business; # the Junior Lien Documents and any agreements governing any Permitted Refinancing thereof; # contractual obligations which exist on the Closing Date and (to the extent not otherwise permitted by this [Section 7.8]) are listed on [Schedule 7.8(c)]; # restrictions binding on a Loan Party at the time such Loan Party first becomes a Loan Party through a joinder to the Loan Documents, so long as such contractual obligations were not entered into solely in contemplation of such Person becoming a Loan Party; # restrictions on cash earnest money deposits in favor of sellers in connection with acquisitions not prohibited hereunder; and # an agreement effecting a renewal, replacement, refinancing, restructuring and extension of Indebtedness issued, assumed or incurred pursuant to an agreement or instrument referred to in [clause (i) through (xii) above]; provided that

Section # Burdensome Agreements. The Borrower shall not, nor shall the Borrower permit any of the Restricted Subsidiaries to, enter into or permit to exist any Contractual Obligation (other than this Agreement or any other Loan Document) that limits the ability of # any Restricted Subsidiary of the Borrower that is not a Guarantor to make Restricted Payments to the Borrower or any Guarantor or to make or repay intercompany loans and advances to the Borrower or any Guarantor or # any Loan Party to create, incur, assume or suffer to exist Liens on property of such Person for the benefit of the ​ with respect to the Facilities and the Obligations or under the Loan Documents; provided that the foregoing clauses ‎(a) and ‎(b) shall not apply to Contractual Obligations which (i) (x) exist on the Closing Date and (to the extent not otherwise permitted by this ‎[Section 7.09]) are listed on [Schedule 7.09] hereto and # to the extent Contractual Obligations permitted by [clause (x)] are set forth in an agreement evidencing Indebtedness, are set forth in any agreement evidencing any permitted modification, replacement, renewal, extension or refinancing of such Indebtedness so long as such modification, replacement, renewal, extension or refinancing does not expand the scope of such Contractual Obligation, # are binding on a Restricted Subsidiary at the time such Restricted Subsidiary first becomes a Restricted Subsidiary of the Borrower, so long as such Contractual Obligations were not entered into solely in contemplation of such Person becoming a Restricted Subsidiary of the Borrower; provided, further, that this clause ‎(ii) shall not apply to Contractual Obligations that are binding on a Person that becomes a Restricted Subsidiary pursuant to ‎[Section 6.14], # represent Indebtedness of a Restricted Subsidiary of the Borrower which is not a Loan Party which is permitted by ‎[Section 7.03], # arise in connection with any Disposition permitted by Sections ‎7.04 or ‎7.05 and relate solely to the assets or Person subject to such Disposition, # are customary provisions in joint venture agreements and other similar agreements applicable to joint ventures permitted under ‎[Section 7.02] and applicable solely to such joint venture entered into in the ordinary course of business, # are negative pledges and restrictions on Liens in favor of any holder of Indebtedness permitted under ‎[Section 7.03] but solely to the extent any negative pledge relates to the property financed by such Indebtedness, # are customary restrictions on leases, subleases, licenses or asset sale agreements otherwise permitted hereby so long as such restrictions relate to the assets subject thereto, # comprise restrictions imposed by any agreement relating to secured Indebtedness permitted pursuant to [Section 7.03(e), (g) or (m)])])] and to the extent that such restrictions apply only to the property or assets securing such Indebtedness or to the Restricted Subsidiaries incurring or guaranteeing such Indebtedness, # are customary provisions restricting subletting or assignment of any lease governing a leasehold interest of the Borrower or any Restricted Subsidiary or the assignment of any license or sublicense agreement, # are customary provisions restricting assignment of any agreement entered into in the ordinary course of business, # are restrictions on cash or other deposits imposed by customers under contracts entered into in the ordinary course of business, # are restrictions created in connection with any Qualified Securitization Facility that in the good faith determination of the Borrower are necessary or advisable to effect such Qualified Securitization Facility and relate solely to the Securitization Assets subject thereto, # arise in connection with cash or other deposits permitted under Sections ‎7.01 and ‎7.02 and limited to such cash or deposit and # are customary restrictions contained in any Senior Notes Documents or any Permitted Refinancing thereof.