PAYABLE WITHOUT PENALTY OR THE SUBJECT OF A PERMITTED CONTEST;
(E)
LIENS ARISING IN THE ORDINARY COURSE OF
BUSINESS (I) IN FAVOR OF CARRIERS, WAREHOUSEMEN, MECHANICS, LESSORS, LANDLORDS
AND MATERIALMEN, AND OTHER SIMILAR LIENS IMPOSED BY LAW OR IN CONNECTION WITH
STATUTORY OBLIGATIONS OR (II) IN CONNECTION WITH WORKER'S COMPENSATION,
UNEMPLOYMENT COMPENSATION AND OTHER TYPES OF SOCIAL SECURITY (EXCLUDING LIENS
ARISING UNDER ERISA) OR IN CONNECTION WITH SURETY BONDS, BIDS, PERFORMANCE BONDS
AND SIMILAR OBLIGATIONS FOR SUMS NOT OVERDUE OR THE SUBJECT OF A PERMITTED
CONTEST WHICH LIENS MAY INVOLVE DEPOSITS AND ADVANCES INCURRED IN THE ORDINARY
COURSE OF BUSINESS BUT NOT INVOLVING BORROWED MONEY OR THE DEFERRED PURCHASE
PRICE OF PROPERTY OR SERVICES AND, IN EACH CASE, FOR WHICH IT MAINTAINS ADEQUATE
RESERVES;
(F)
ATTACHMENTS, APPEAL BONDS AND JUDGMENT
LIENS, FOR SUMS NOT EXCEEDING $500,000 IN THE AGGREGATE ARISING IN CONNECTION
WITH COURT PROCEEDINGS; PROVIDED THAT THE EXECUTION OR OTHER ENFORCEMENT OF SUCH
LIENS IS EFFECTIVELY STAYED AND THE CLAIMS SECURED THEREBY ARE THE SUBJECT OF A
PERMITTED CONTEST;
(G)
EASEMENTS, RIGHTS OF WAY, COVENANTS,
CONDITIONS, RESTRICTIONS, MINOR DEFECTS OR IRREGULARITIES IN TITLE AND OTHER
SIMILAR LIENS NOT INTERFERING IN ANY MATERIAL RESPECT WITH THE ORDINARY CONDUCT
OF THE BUSINESS OF ANY SPECIFIED COMPANY OR ANY SUBSIDIARY;
(H)
LIENS ARISING FROM THE PRECAUTIONARY UCC
FINANCING STATEMENTS FILED UNDER ANY LEASE PERMITTED BY THIS AGREEMENT;
(I)
CUSTOMARY RIGHTS OF SET-OFF, REVOCATION,
REFUND OR CHARGEBACK UNDER DEPOSIT AGREEMENTS OR UNDER THE UNIFORM COMMERCIAL
CODE OF BANKS OR OTHER FINANCIAL INSTITUTIONS WHERE ANY NOTE PARTY MAINTAINS
DEPOSITS (OTHER THAN DEPOSITS INTENDED AS CASH COLLATERAL) IN THE ORDINARY
COURSE OF BUSINESS;
(J)
ANY INTEREST OR TITLE OF A LICENSOR,
SUBLICENSOR, LESSOR OR SUBLESSOR IN THE PROPERTY COVERED BY ANY LICENSE OR LEASE
AGREEMENT OF ANY NOTE PARTY NOT PROHIBITED HEREUNDER;
38
(K)
LICENSES, SUBLICENSES, LEASES OR SUBLEASES
GRANTED BY ANY NOTE PARTY TO ANY THIRD PARTIES IN THE ORDINARY COURSE OF
BUSINESS;
(L)
LIENS ON INSURANCE POLICIES AND THE
PROCEEDS THEREOF SECURING DEBT DESCRIBED IN SECTION 8.1(M);
(M)
LIENS IN FAVOR OF COLLECTING BANKS ARISING
UNDER SECTION 4-210 OF THE UNIFORM COMMERCIAL CODE AND OTHER BANKERS LIENS
ARISING BY OPERATION OF LAW; AND
(N)
ZONING, BUILDING CODES AND OTHER LAND USE
LAWS REGULATING THE USE OR OCCUPANCY OF REAL PROPERTY OR THE ACTIVITIES
CONDUCTED THEREON WHICH ARE IMPOSED BY ANY GOVERNMENTAL AUTHORITY HAVING
JURISDICTION OVER SUCH REAL PROPERTY WHICH ARE NOT VIOLATED IN ANY MATERIAL
RESPECT BY THE CURRENT USE OR OCCUPANCY OR THE OPERATION OF THE BUSINESS ON SUCH
REAL PROPERTY.
8.3
CONTINGENT OBLIGATIONS.
NO SPECIFIED
COMPANY WILL, OR WILL PERMIT ANY SUBSIDIARY TO, DIRECTLY OR INDIRECTLY, CREATE,
ASSUME, INCUR OR SUFFER TO EXIST ANY CONTINGENT OBLIGATIONS, EXCEPT FOR:
(A)
(I) CONTINGENT OBLIGATIONS ARISING IN
RESPECT OF THE DEBT AND LETTER OF CREDIT LIABILITIES UNDER THE SENIOR FINANCING
DOCUMENTS AND (II) CONTINGENT OBLIGATIONS ARISING IN RESPECT OF THE DEBT UNDER
THE SUBORDINATED NOTE DOCUMENTS;
(B)
CONTINGENT OBLIGATIONS RESULTING FROM
ENDORSEMENTS FOR COLLECTION OR DEPOSIT IN THE ORDINARY COURSE OF BUSINESS;
(C)