and payable and subject to interest or penalty;
(b)
Liens upon, and defects of title to, real or
personal property, including any attachment of personal or real property or
other legal process prior to adjudication of a dispute on the merits;
(c)
Liens of mechanics, materialmen,
warehousemen, carriers, or other like Liens; and
(d)
Adverse judgments on appeal;
(2)
PLEDGES OR DEPOSITS MADE IN THE ORDINARY
COURSE OF BUSINESS TO SECURE PAYMENT OF WORKMEN'S COMPENSATION, OR TO
PARTICIPATE IN ANY FUND IN CONNECTION WITH WORKMEN'S COMPENSATION, UNEMPLOYMENT
INSURANCE, OLD-AGE PENSIONS OR OTHER SOCIAL SECURITY PROGRAMS;
(3)
GOOD FAITH PLEDGES OR DEPOSITS MADE IN THE
ORDINARY COURSE OF BUSINESS TO SECURE PERFORMANCE OF BIDS, TENDERS, CONTRACTS
(OTHER THAN FOR THE REPAYMENT OF BORROWED MONEY) OR LEASES, NOT IN EXCESS OF TEN
PERCENT (10%) OF THE AGGREGATE AMOUNT DUE THEREUNDER, OR TO SECURE STATUTORY
OBLIGATIONS, OR SURETY, APPEAL, INDEMNITY, PERFORMANCE, PAYMENT, BID OR OTHER
SIMILAR BONDS REQUIRED IN THE ORDINARY COURSE OF BUSINESS; AND
21
(4)
PURCHASE MONEY SECURITY INTERESTS GRANTED
IN THE ORDINARY COURSE OF BUSINESS TO SECURE NOT MORE THAN ONE HUNDRED PERCENT
(100%) OF THE PURCHASE PRICE OF ASSETS.
"PERMITTED LINE OF BUSINESS" MEANS THE BUSINESS ENGAGED IN BY BORROWER AS OF THE
DATE OF THIS AGREEMENT, AND BUSINESSES REASONABLY ANCILLARY THERETO.
"PERMITTED TRANSFERS OF ASSETS" MEANS:
(A)
SALES OF INVENTORY IN THE ORDINARY COURSE OF
BUSINESS;
(B)
THE SALE OR EXCHANGE OF USED OR OBSOLETE
EQUIPMENT TO THE EXTENT (I) THE PROCEEDS OF SUCH SALE ARE APPLIED TOWARDS, OR
SUCH EQUIPMENT IS EXCHANGED FOR, SIMILAR REPLACEMENT EQUIPMENT, OR (II) SUCH
EQUIPMENT IS NO LONGER NECESSARY FOR THE OPERATIONS OF BORROWER IN THE ORDINARY
COURSE OF BUSINESS;
(C)
(1) THE SALE OR DISPOSITION OF ASSETS WITH A
VALUE OF LESS THAN $250,000.00 OUTSIDE THE ORDINARY COURSE OF BUSINESS, PROVIDED
THAT BANK IS PROVIDED WRITTEN NOTICE OF SUCH SALE OR OTHER DISPOSITION WITHIN
THIRTY (30) DAYS OF SUCH SALE OR DISPOSITION; AND (2) THE SALE OR DISPOSITION OF
ASSETS WITH A VALUE OF $250,000.00 OR MORE OUTSIDE THE ORDINARY COURSE OF
BUSINESS, PROVIDED THAT (I) BANK IS PROVIDED AT LEAST TEN (10) DAYS PRIOR
WRITTEN NOTICE OF SUCH SALE OR OTHER DISPOSITION, AND (II) WITH RESPECT TO THE
COLLATERAL, ANY NET CASH PROCEEDS FROM SUCH SALES OR DISPOSITIONS ARE PAID AS A
PREPAYMENT OF THE LOANS AS AND WHEN REQUIRED BY THE TERMS OF ANY LOAN DOCUMENT,
AND (III) IMMEDIATELY PRIOR TO SUCH SALE OR DISPOSITION, AND AFTER GIVING EFFECT
TO SUCH SALE OR DISPOSITION, NO DEFAULT OR EVENT OF DEFAULT WOULD EXIST;
(D)
ANY TRANSFER ARISING FROM THE TERMINATION OF
ANY SWAP DOCUMENT, IF SUCH TERMINATION DOES NOT GIVE RISE TO A DEFAULT; AND
(E)
DIVIDENDS IF IMMEDIATELY PRIOR AND
SUBSEQUENT TO THE PAYMENT OF ANY SUCH DIVIDEND, NO DEFAULT WOULD EXIST.
"PERSON" MEANS ANY INDIVIDUAL, CORPORATION, PARTNERSHIP, LIMITED PARTNERSHIP,
LIMITED LIABILITY COMPANY, ASSOCIATION, JOINT-STOCK COMPANY, TRUST,
UNINCORPORATED ORGANIZATION, JOINT VENTURE, COURT OR GOVERNMENTAL AUTHORITY.
"PETROLEUM PRODUCTS" MEANS "PETROLEUM PRODUCTS" AS DEFINED UNDER ANY APPLICABLE
ENVIRONMENTAL LAW.
"PLACE