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(directly or indirectly) the Indebtedness, performance, obliga- <br />tions or dividends of any Person or agree to do any of t:he <br />foregoing, except: <br />(a) guarantees by any Subsidiary of Borrower of the <br />Obligations in favor of Congress; <br />(b) the endorsement of instruments for collection or <br />deposit in the ordinary course of business; <br />(c) investments by Borrower in the stock of any <br />existing Subsidiary as of the date hereof; <br />(d) after written notice thereof to Congress, <br />investments in the following instruments, which shall be pledged <br />and delivered to Congress upon Congress' reasonable request, (i) <br />marketable obligations issued or guaranteed by the United States <br />of America or an instrumentality or agency thereof, maturing not <br />more than one (1) year after the date of acquisition thereof, (ii) <br />certificates of deposit or other obligations maturing not more <br />than one (1) year after the date of acquisition thereof issued by <br />any bank or trust company organized under the laws of and located <br />in the United States of America or any State thereof and having <br />capital, surplus and undivided profits of at least $100,000,000, <br />and (iii) open market commercial paper with a maturity riot in <br />excess of two hundred seventy (270) days from the date of <br />acquisition thereof which have the highest credit ratinc~ by either <br />Standard b Poor's Corporation or Moody's investors Service, Inc. <br />2.6 Transactions with Affiliates. Borrower will not, and <br />will not permit any subsidiary to, directly or indirectly: <br />(a) purchase, acquire or lease any property or receive <br />any services from, or sell, transfer or lease any property or <br />services to, any Affiliate of Borrower, except on prices and terms <br />no less favorable than would have been obtained in an arm's length <br />transaction with a non-affiliated person; or <br />(b) make any payment of <br />the principal amount of or interest <br />any shareholder, officer, director <br />except the Subsidiaries of Borrower <br />other fees to Borrower or repay any <br />Borrower. <br />management or other fees or of <br />on any Indebtedness owing to <br />~r Affiliate of Borrower, <br />may pay any management or <br />Indebtedness owing ro <br />2.7 Dividends. Borrower will not, and will not permit any <br />subsidiary to, directly or indirectly, during any fiscal year, <br />commencing with the current Fiscal year, declare or pay any <br />dividends on account of any shares of any class of capital stock <br />of Borrower or its subsidiaries now or hereafter outstanding, or <br />set aside or otherwise deposit or invest any sums for such <br />purpose, or redeem, retire, defease, purchase or otherwise acquire <br />any shares of any class of capital stock (or set aside ~or <br />-8- <br />