LEASE) WHEN
INCURRED, DOES NOT EXCEED 100% OF THE FAIR MARKET VALUE OF SUCH ASSETS; AND
(D) THE INDEBTEDNESS SECURED THEREBY IS PERMITTED TO BE INCURRED PURSUANT TO
SECTION 8.2(D), PROVIDED THAT ANY SUCH PERMITTED REFINANCING INDEBTEDNESS IS NOT
INCREASED AND IS NOT SECURED BY ANY ADDITIONAL ASSETS;
(D)
ADDITIONAL LIENS INCURRED BY THE BORROWER
AND ITS SUBSIDIARIES WHICH DO NOT SECURE INDEBTEDNESS FOR MONEY BORROWED SO LONG
AS THE VALUE OF THE PROPERTY SUBJECT TO SUCH LIENS, AND THE OBLIGATIONS SECURED
THEREBY, DO NOT EXCEED $10,000,000 IN THE AGGREGATE AT ANY ONE TIME OUTSTANDING;
(E)
LIENS CONSISTING OF AN AGREEMENT TO SELL,
TRANSFER OR DISPOSE OF ANY ASSET (TO THE EXTENT SUCH SALE, TRANSFER OR
DISPOSITION IS PERMITTED HEREBY);
(F)
LIENS CREATED UNDER THE FOREIGN
INTERCOMPANY LOAN SECURITY DOCUMENTS TO SECURE INDEBTEDNESS INCURRED PURSUANT TO
THE FOREIGN INTERCOMPANY LOAN DOCUMENTS;
(G)
LIENS SECURING INDEBTEDNESS OF FOREIGN
SUBSIDIARIES; PROVIDED, THAT THE AMOUNT OF SUCH INDEBTEDNESS SHALL NOT EXCEED
$25,000,000 IN THE AGGREGATE AT ANY ONE TIME OUTSTANDING;
(H)
LIENS (1) EXISTING ON THE DATE HEREOF LISTED
ON SCHEDULE 8.1(H) HEREOF AND ANY EXTENSION, RENEWAL OR REPLACEMENT THEREOF BUT
ONLY IF THE PRINCIPAL AMOUNT OF THE INDEBTEDNESS (INCLUDING, FOR PURPOSES OF
THIS SECTION 8.1(H), ANY ADDITIONAL INDEBTEDNESS INCURRED PURSUANT TO REVOLVING
COMMITMENTS IN AN AMOUNT NOT IN EXCESS OF THE AVAILABLE COMMITMENT AS SET FORTH
ON SCHEDULE 8.2(B) SECURED THEREBY) IS NOT INCREASED AND SUCH LIENS DO NOT
EXTEND TO OR COVER ANY OTHER PROPERTY OR ASSETS, (2) ON PROPERTY OF HUNTSMAN
HEADQUARTERS CORPORATION INCURRED PURSUANT TO THE HEADQUARTERS MORTGAGE LOAN
DOCUMENTS, (3) ON PROPERTY OF AIRSTAR CORPORATION INCURRED PURSUANT TO THE
AIRSTAR AIRCRAFT FINANCING DOCUMENTS AND (4) ON THE ASSETS OF NITRAIL VEGYIPARI
TERMELÓ FEJLESZTÓ RÉSVÉNYTÁR-SÁG (NITRAIL CHEMICAL ENGINEERING AND PRODUCTION
CO., PLC) WHICH SECURE NOT MORE THAN $2,000,000 OF INDEBTEDNESS;
(I)
LIENS ON RECEIVABLES FACILITY ASSETS
TRANSFERRED, DIRECTLY OR INDIRECTLY, (A) TO A RECEIVABLES SUBSIDIARY OR (B) BY A
RECEIVABLES SUBSIDIARY TO THE PURCHASERS OF SUCH RECEIVABLES (AND THE FILING OF
FINANCING STATEMENTS IN CONNECTION THEREWITH) CREATED BY, AND AS SET FORTH IN,
THE RECEIVABLES DOCUMENTS PURSUANT TO A PERMITTED ACCOUNTS RECEIVABLE
SECURITIZATION;
(J)
LIENS SECURING INDEBTEDNESS PERMITTED
PURSUANT TO SECTION 8.2(M), PROVIDED, THAT ANY SUCH LIEN DOES NOT EXTEND TO ANY
PROPERTY OTHER THAN THE PROPERTY OF THE NEWLY ACQUIRED SUBSIDIARY (AND PROCEEDS
AND ACCESSIONS AND ADDITIONS TO SUCH PROPERTY) THAT IS SUBJECT TO A LIEN
SECURING SUCH INDEBTEDNESS AS OF THE CLOSING OF THE ACQUISITION OF SUCH
SUBSIDIARY;
(K)
LIENS ON UNEARNED INSURANCE PREMIUMS
SECURING INDEBTEDNESS INCURRED BY BORROWER AND/OR ITS SUBSIDIARIES TO FINANCE
SUCH INSURANCE PREMIUMS IN A PRINCIPAL AMOUNT NOT TO EXCEED AT ANY TIME THE
AMOUNT OF SUCH INSURANCE PREMIUMS TO BE PAID BY BORROWER AND/OR ITS SUBSIDIARIES
FOR A THREE YEAR PERIOD; AND
113
(L)
LIENS SECURING OBLIGATIONS NOT IN EXCESS
OF $25,000,000 ARISING IN THE ORDINARY COURSE PURSUANT TO STANDARD DOCUMENTATION
EVIDENCING ANY FOREIGN FACTORING TRANSACTION.
In connection with the granting of Liens of the type described in clause (c) of