(WHICH AMOUNT SHALL BE
CALCULATED AS THE NET BALANCE OF SUCH LOANS, ADVANCES AND EQUITY AND CAPITAL
INVESTMENTS AS REDUCED BY ANY REPAYMENTS OR DISTRIBUTIONS MADE WITH RESPECT
THERETO);
62
(M)
SO LONG AS NO DEFAULT OR EVENT OF DEFAULT HAS OCCURRED AND IS
CONTINUING OR WOULD RESULT THEREFROM, UNSECURED INDEBTEDNESS OF THE BORROWER;
PROVIDED, THAT SUCH INDEBTEDNESS SHALL BE PARI PASSU WITH THE OBLIGATIONS; AND
(N)
ADDITIONAL INDEBTEDNESS OF THE SUBSIDIARIES NOT OTHERWISE
PERMITTED PURSUANT TO THIS SECTION IN AN AGGREGATE AMOUNT OUTSTANDING NOT TO
EXCEED $5,000,000.
SECTION 10.2
Limitations on Liens.
Create, incur, assume or suffer to
exist, any Lien on or with respect to any of its assets or properties
(including, without limitation, shares of Capital Stock), real or personal,
whether now owned or hereafter acquired, except:
(A)
LIENS FOR TAXES, ASSESSMENTS AND OTHER GOVERNMENTAL CHARGES OR
LEVIES (EXCLUDING ANY LIEN IMPOSED PURSUANT TO ANY OF THE PROVISIONS OF ERISA OR
ENVIRONMENTAL LAWS) NOT YET DUE OR AS TO WHICH THE PERIOD OF GRACE (NOT TO
EXCEED SIXTY (60) DAYS), IF ANY, RELATED THERETO HAS NOT EXPIRED OR WHICH ARE
BEING CONTESTED IN GOOD FAITH AND BY APPROPRIATE PROCEEDINGS IF ADEQUATE
RESERVES ARE MAINTAINED TO THE EXTENT REQUIRED BY GAAP;
(B)
THE CLAIMS OF MATERIALMEN, MECHANICS, CARRIERS, WAREHOUSEMEN,
PROCESSORS OR LANDLORDS FOR LABOR, MATERIALS, SUPPLIES OR RENTALS INCURRED IN
THE ORDINARY COURSE OF BUSINESS, (I) WHICH ARE NOT OVERDUE FOR A PERIOD OF MORE
THAN THIRTY (30) DAYS OR (II) WHICH ARE BEING CONTESTED IN GOOD FAITH AND BY
APPROPRIATE PROCEEDINGS IF ADEQUATE RESERVES ARE MAINTAINED TO THE EXTENT
REQUIRED BY GAAP;
(C)
LIENS CONSISTING OF DEPOSITS OR PLEDGES MADE IN THE ORDINARY
COURSE OF BUSINESS IN CONNECTION WITH, OR TO SECURE PAYMENT OF, OBLIGATIONS
UNDER WORKERS' COMPENSATION, UNEMPLOYMENT INSURANCE OR SIMILAR LEGISLATION, OR
DEPOSITS TO SECURE THE PERFORMANCE OF BIDS, TENDERS, TRADE CONTRACTS, LIABILITY
TO INSURANCE CARRIERS AND LEASES (OTHER THAN INDEBTEDNESS), STATUTORY
OBLIGATIONS, SURETY BONDS (OTHER THAN BONDS RELATED TO JUDGMENTS OR LITIGATION),
PERFORMANCE BONDS, CONTRACTUAL OR WARRANTY OBLIGATIONS AND OTHER OBLIGATIONS OF
A LIKE NATURE INCURRED IN THE ORDINARY COURSE OF BUSINESS;
(D)
LIENS CONSTITUTING ENCUMBRANCES IN THE NATURE OF ZONING
RESTRICTIONS, EASEMENTS AND RIGHTS OR RESTRICTIONS OF RECORD ON THE USE OF REAL
PROPERTY, WHICH IN THE AGGREGATE ARE NOT SUBSTANTIAL IN AMOUNT AND WHICH DO NOT,
IN ANY CASE, MATERIALLY DETRACT FROM THE VALUE OF SUCH PROPERTY OR IMPAIR THE
USE THEREOF IN THE ORDINARY CONDUCT OF BUSINESS;
(E)
LIENS, IF ANY, SECURING THE OBLIGATIONS;
(F)
LIENS ON ASSETS OF ANY SUBSIDIARY ACQUIRED PURSUANT TO A
PERMITTED ACQUISITION, OR ON ASSETS OF ANY SUBSIDIARY WHICH ARE IN EXISTENCE AT
THE TIME THAT SUCH SUBSIDIARY IS ACQUIRED PURSUANT TO A PERMITTED ACQUISITION
(PROVIDED THAT SUCH LIENS (I) ARE NOT INCURRED IN CONNECTION WITH, OR IN
ANTICIPATION OF, SUCH PERMITTED ACQUISITION, (II) ARE APPLICABLE ONLY TO
SPECIFIC ASSETS, (III) ARE NOT "BLANKET" OR ALL ASSET LIENS AND (IV) DO NOT
ATTACH TO ANY OTHER PROPERTY OR ASSETS OF ANY CREDIT PARTY);
(G)
LIENS