AGGREGATE AMOUNT OF $500,000 AT ANY TIME OUTSTANDING.
SECTION 6.2.
LIENS.
NO CREDIT PARTY SHALL CREATE
OR INCUR, OR CAUSE ANY OF ITS SUBSIDIARIES TO CREATE OR INCUR, ANY LIENS ON ANY
OF THE PROPERTY OR ASSETS OF SUCH PERSON, EXCEPT:
(A)
THE SECURITY INTERESTS AND LIENS OF
ADMINISTRATIVE AGENT FOR THE BENEFIT OF THE SECURED PARTIES GRANTED PURSUANT TO
THE SECURITY DOCUMENTATION;
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(B)
SO LONG AS THE INTERCREDITOR AGREEMENT IS IN
FULL FORCE AND EFFECT, LIENS ON THE COLLATERAL IN FAVOR OF THE SECOND LIEN
COLLATERAL AGENT SECURING THE SENIOR SECURED NOTES AND ANY PERMITTED REFINANCING
AND GUARANTEES THEREOF;
(C)
LIENS SECURING THE PAYMENT OF TAXES,
ASSESSMENTS OR OTHER GOVERNMENTAL CHARGES OR LEVIES EITHER NOT YET OVERDUE OR
THE VALIDITY OF WHICH ARE BEING CONTESTED IN GOOD FAITH BY APPROPRIATE
PROCEEDINGS DILIGENTLY PURSUED AND AVAILABLE TO SUCH CREDIT PARTY OR ITS
SUBSIDIARY, AS THE CASE MAY BE AND WITH RESPECT TO WHICH ADEQUATE RESERVES HAVE
BEEN SET ASIDE ON ITS BOOKS;
(D)
STATUTORY LIENS OF CARRIERS, WAREHOUSEMEN,
MECHANICS, MATERIAL MEN, LANDLORDS, REPAIRMEN OR OTHER LIKE LIENS ARISING BY
OPERATION OF LAW IN THE ORDINARY COURSE OF BUSINESS PROVIDED THAT (1) THE
UNDERLYING OBLIGATIONS ARE NOT OVERDUE FOR A PERIOD OF MORE THAN 60 DAYS, OR
(2) SUCH LIENS ARE BEING CONTESTED IN GOOD FAITH AND BY APPROPRIATE PROCEEDINGS
AND ADEQUATE RESERVES WITH RESPECT THERETO ARE MAINTAINED ON THE BOOKS OF THE
BORROWER OR ITS SUBSIDIARY IN ACCORDANCE WITH GAAP;
(E)
LIENS SECURING THE PERFORMANCE OF BIDS,
TRADE CONTRACTS (OTHER THAN 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;
(F)
ZONING RESTRICTIONS, EASEMENTS, LICENSES,
COVENANTS AND OTHER RESTRICTIONS AFFECTING THE USE OF REAL PROPERTY WHICH DO NOT
INTERFERE IN ANY MATERIAL RESPECT WITH THE USE OF SUCH REAL PROPERTY OR ORDINARY
CONDUCT OF THE BUSINESS OF SUCH CREDIT PARTY OR ITS SUBSIDIARY AS PRESENTLY
CONDUCTED THEREON OR MATERIALLY IMPAIR THE VALUE OF THE REAL PROPERTY WHICH MAY
BE SUBJECT THERETO;
(G)
LIENS ARISING FROM FF&E FINANCING PERMITTED
TO BE INCURRED PURSUANT TO SECTION 6.1(B) (AND ANY PERMITTED REFINANCING
THEREOF); PROVIDED THAT SUCH LIENS RELATE SOLELY TO THE PROPERTY WHICH IS
SUBJECT TO SUCH FF&E FINANCING.
(H)
PLEDGES AND DEPOSITS OF CASH BY ANY CREDIT
PARTY OR ITS SUBSIDIARY IN THE ORDINARY COURSE OF BUSINESS IN CONNECTION WITH
WORKERS' COMPENSATION, UNEMPLOYMENT INSURANCE AND OTHER TYPES OF SOCIAL SECURITY
OR EMPLOYEE BENEFITS CONSISTENT WITH THE CURRENT PRACTICES OF SUCH CREDIT PARTY
OR ITS SUBSIDIARY AS OF THE DATE HEREOF;
(I)
PLEDGES AND DEPOSITS OF CASH BY ANY
CREDIT PARTY OR ITS SUBSIDIARY TO SECURE THE PERFORMANCE OF TENDERS, BIDS,
LEASES, TRADE CONTRACTS (OTHER THAN FOR THE REPAYMENT OF INDEBTEDNESS),
STATUTORY OBLIGATIONS AND OTHER SIMILAR OBLIGATIONS IN EACH CASE IN THE ORDINARY
COURSE OF BUSINESS CONSISTENT WITH THE CURRENT PRACTICES OF SUCH CREDIT PARTY OR
ITS SUBSIDIARY AS OF THE DATE HEREOF;
(J)
LIENS ARISING FROM (I) OPERATING LEASES
AND THE PRECAUTIONARY UCC FINANCING