The proceeds of Term Loans shall be used by the Borrower solely (a) to satisfy existing Debt under the Indenture; (b) to pay fees and transaction expenses associated with the closing of this credit facility; and (c) for working capital and other lawful corporate purposes of the Borrower (including Capital Expenditures and the financing of Investments and Acquisitions permitted hereunder). The Borrower shall not, directly or indirectly, use any Loan proceeds, nor use, lend, contribute or otherwise make available any Loan proceeds to any Subsidiary, joint venture partner or other Person, (i) to fund any activities of or business with any Person, or in any Designated Jurisdiction, that is the subject of any Sanction; or (ii) in any manner that would result in a violation of a Sanction by any Person (including any Secured Party or other individual or entity participating in any transaction); or (iii) for any purpose that would breach the FCPA, UK Bribery Act 2010 or similar law in any jurisdiction.