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200806452 Indebtedness had been incurred or the Disqualified Stock had been issued, as the case may be, at the beginning of such eight-quarter period. The provisions of this Section 8.12(a) will not prohibit the incurrence of any of the following items of Indebtedness (collectively, "Permitted Debt"): (a) the incurrence by the Company of Indebtedness evidenced by or in support of the Bonds, in an aggregate principal amount at anyone time outstanding under this clause (a), including all Permitted Refinancing Indebtedness incurred to refund, refinance or replace any Indebtedness incurred pursuant to this clause (a), without duplication, not to exceed $7,000,000 less the aggregate amount of all repayments, optional or mandatory, of the principal of any Indebtedness incurred pursuant to this clause (a) that have been made by the Company since the Issue Date; (b) the incurrence by the Company of Indebtedness in respect of workers' compensation claims, self-insurance obligations, bankers' acceptances, performance and surety bonds provided by the Company in the ordinary course of business; (c) the incurrence by the Company of Indebtedness arising from the honoring by a bank or other financial institution of a check, draft or similar instrument inadvertently drawn against insufficient funds, so long as such Indebtedness is covered within five Business Days; (d) the incurrence by the Company of Indebtedness to EPC pursuant to the terms of the Support Agreement (the "EPC Debt"); and (e) working capital debt not exceeding an amount equal to 5% of the original principal amount of the Bonds. The Company will not incur any Indebtedness (including Permitted Debt) that is contractually subordinated in right of payment to any other Indebtedness of the Company unless such Indebtedness is also contractually subordinated in right of payments under this Agreement on substantially identical terms (it being acknowledged that the EPC Debt is so subordinated); provided, however, that no Indebtedness of the Company will be deemed to be contractually subordinated in right of payment to any other Indebtedness of the Company solely by virtue of being unsecured or by virtue of being secured on a junior basis. The accrual of interest, the accretion or amortization of original issue discount, the payment of interest on any Indebtedness in the form of additional Indebtedness with the same terms, and the payment of dividends on Disqualified Stock in the form of additional shares of the same class of Disqualified Stock will not be deemed to be an incurrence of Indebtedness or an issuance of Disqualified Stock for purposes of this covenant. Notwithstanding any other provision of this covenant, the maximum amount of Indebtedness that the Company may incur pursuant to this covenant shall not be deemed to be exceeded solely as a result of fluctuations in exchange rates or currency values. 4834-8191-0786.7 46