REPAIRMEN'S
OR OTHER LIKE LIENS ARISING IN THE ORDINARY COURSE OF BUSINESS WHICH ARE NOT
OVERDUE FOR A PERIOD OF MORE THAN 60 DAYS OR WHICH ARE BEING CONTESTED IN GOOD
FAITH BY APPROPRIATE PROCEEDINGS;
(C)
PLEDGES OR DEPOSITS IN CONNECTION WITH WORKERS' COMPENSATION,
UNEMPLOYMENT INSURANCE AND OTHER SOCIAL SECURITY LEGISLATION;
(D)
DEPOSITS TO SECURE THE PERFORMANCE OF BIDS, TRADE CONTRACTS (OTHER
THAN FOR BORROWED MONEY), LEASES, STATUTORY OBLIGATIONS, SURETY AND APPEAL
BONDS, PERFORMANCE BONDS AND OTHER OBLIGATIONS OF A LIKE NATURE INCURRED IN THE
ORDINARY COURSE OF BUSINESS;
(E)
EASEMENTS, ZONING RESTRICTIONS, RIGHTS-OF-WAY, RESTRICTIONS AND
OTHER SIMILAR ENCUMBRANCES INCURRED IN THE ORDINARY COURSE OF BUSINESS WHICH DO
NOT SECURE ANY MONETARY OBLIGATIONS AND DO NOT IN ANY CASE MATERIALLY DETRACT
FROM THE VALUE OF THE PROPERTY SUBJECT THERETO OR MATERIALLY INTERFERE WITH THE
ORDINARY CONDUCT OF THE BUSINESS OF SUCH PERSON;
(F)
LIENS (I) EXISTING AS OF THE CLOSING DATE AND LISTED ON SCHEDULE
8.3 AND EXTENSIONS, RENEWALS AND REPLACEMENTS THEREOF THAT DO NOT INCREASE THE
OUTSTANDING PRINCIPAL AMOUNT THEREOF, AND (II) PREVIOUSLY IDENTIFIED IN WRITING
TO THE ADMINISTRATIVE AGENT, ARRANGEMENTS FOR THE RELEASE OF WHICH SATISFACTORY
TO THE ADMINISTRATIVE AGENT HAVE BEEN MADE;
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(G)
LIENS SECURING INDEBTEDNESS OF THE BORROWER PERMITTED BY
SUBSECTION 8.2(F) INCURRED TO FINANCE THE ACQUISITION OF FIXED OR CAPITAL ASSETS
(WHETHER PURSUANT TO A LOAN, A FINANCING LEASE OR OTHERWISE), PROVIDED THAT
(I) SUCH LIENS SHALL BE CREATED SUBSTANTIALLY SIMULTANEOUSLY WITH THE
ACQUISITION OF SUCH FIXED OR CAPITAL ASSETS, (II) SUCH LIENS DO NOT AT ANY TIME
ENCUMBER ANY PROPERTY OTHER THAN THE PROPERTY FINANCED BY SUCH INDEBTEDNESS,
(III) THE AMOUNT OF INDEBTEDNESS SECURED THEREBY IS NOT INCREASED AND (IV) THE
PRINCIPAL AMOUNT OF INDEBTEDNESS SECURED BY ANY SUCH LIEN SHALL AT NO TIME
EXCEED THE ORIGINAL PURCHASE PRICE OF SUCH PROPERTY AT THE TIME IT WAS ACQUIRED;
(H)
LIENS ON CURRENT ASSETS OF ANY FOREIGN SUBSIDIARY SECURING
INDEBTEDNESS OF SUCH FOREIGN SUBSIDIARY PERMITTED UNDER SUBSECTION 8.2(I);
(I)
LIENS (NOT OTHERWISE PERMITTED HEREUNDER) WHICH SECURE
OBLIGATIONS IN AGGREGATE AMOUNT AT ANY TIME OUTSTANDING NOT EXCEEDING (AS TO THE
BORROWER AND ALL SUBSIDIARIES), AND ON PROPERTY WITH AN AGGREGATE VALUE NOT
EXCEEDING, $5,000,000;
(J)
LIENS CREATED PURSUANT TO THE SECURITY DOCUMENTS;
(K)
LIENS SECURING INDEBTEDNESS PERMITTED BY SUBSECTION 8.2(G) TO THE
EXTENT SUCH LIEN IS SECURED AT THE TIME THAT SUCH PERSON BECOMES A SUBSIDIARY
AND WAS NOT INCURRED IN CONTEMPLATION THEREOF;
(L)
JUDGMENT LIENS IN RESPECT OF JUDGMENTS THAT DO NOT, IN THE
AGGREGATE, CONSTITUTE AN EVENT OF DEFAULT UNDER CLAUSE (J) OF SECTION 9;
(M)
LIENS ON INDEBTEDNESS INCURRED PURSUANT TO THE PROVISO OF
SUBSECTION 8.10(A); AND
(N)
LIENS (NOT OTHERWISE PERMITTED HEREUNDER) UPON ASSETS WHICH ARE
NOT SUBJECT TO THE LIEN OF THE SECURITY DOCUMENTS WHICH SECURE OBLIGATIONS IN AN
AGGREGATE AMOUNT AT ANY TIME OUTSTANDING NOT TO EXCEED $20,000,000.
8.4.
Limitation on Guarantee Obligations.
Create, incur, assume or
suffer to exist any Guarantee Obligation except:
(A)
GUARANTEE OBLIGATIONS IN EXISTENCE ON THE DATE HEREOF AND LISTED
ON SCHEDULE 8.4