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;
64
(F)
LIENS (I) EXISTING AS OF THE EFFECTIVE
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;
(G)
LIENS SECURING INDEBTEDNESS OF THE BORROWER
OR ANY SUBSIDIARIES 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(H);
(I)
LIENS ON CURRENT ASSETS OF ANY FOREIGN
SUBSIDIARY SECURING INDEBTEDNESS OF SUCH FOREIGN SUBSIDIARY PERMITTED UNDER
SUBSECTION 8.2(I);
(J)
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, $10,000,000;
(K)
LIENS CREATED PURSUANT TO THE SECURITY
DOCUMENTS;
(L)
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;
(M)
JUDGMENT LIENS IN RESPECT OF
JUDGMENTS THAT
DO NOT, IN THE AGGREGATE, CONSTITUTE AN EVENT OF DEFAULT UNDER CLAUSE (J) OF
SECTION 9;
(N)
LIENS ON INDEBTEDNESS INCURRED PURSUANT TO
THE PROVISO OF SUBSECTION 8.10(A);
(O)
LIENS IN FAVOR OF THE LENDER ON CASH
DEPOSITED TO COLLATERALIZE THE PROMISSORY NOTE DATED SEPTEMBER 22, 2006 BETWEEN
JPMORGAN CHASE BANK, N.A., LONDON BRANCH, AS LENDER, AND GOOD 'N' NATURAL
LIMITED, AS BORROWER, AND GUARANTEED BY NBTY, INC. IN AN AMOUNT NOT TO EXCEED
£9,575,000; AND
(P)
LIENS (NOT OTHERWISE PERMITTED HEREUNDER)
UPON ASSETS WHICH ARE NOT SUBJECT TO THE