ASSETS
COVERED BY THE LIEN EXTENDED, RENEWED OR REPLACED AND DOES NOT SECURE ANY
INDEBTEDNESS IN ADDITION TO THAT SECURED IMMEDIATELY PRIOR TO SUCH EXTENSION,
RENEWAL AND REPLACEMENT;
(B)
ANY LIEN CREATED PURSUANT TO ANY LOAN DOCUMENT;
(C)
LIENS IMPOSED BY LAW, SUCH AS MATERIALMEN'S, MECHANICS', WAREHOUSEMEN'S,
CARRIERS', LESSORS' OR VENDORS' LIENS INCURRED BY THE BORROWER OR ANY OF ITS
SUBSIDIARIES IN THE ORDINARY COURSE OF BUSINESS WHICH SECURE ITS PAYMENT
OBLIGATIONS TO ANY PERSON, PROVIDED (I) NEITHER THE BORROWER NOR ANY OF ITS
SUBSIDIARIES IS IN DEFAULT WITH RESPECT TO ANY PAYMENT OBLIGATION TO SUCH PERSON
OR THE BORROWER OR THE APPLICABLE SUBSIDIARY IS IN GOOD FAITH AND BY APPROPRIATE
PROCEEDINGS DILIGENTLY CONTESTING SUCH OBLIGATION FOR WHICH ADEQUATE RESERVES
SHALL HAVE BEEN SET ASIDE ON ITS BOOKS AND (II) SUCH LIENS HAVE NO REASONABLE
LIKELIHOOD OF HAVING, INDIVIDUALLY OR IN THE AGGREGATE, A MATERIAL ADVERSE
EFFECT;
92
(D)
LIENS FOR TAXES, ASSESSMENTS OR GOVERNMENTAL CHARGES OR LEVIES EITHER NOT
YET DUE AND PAYABLE OR TO THE EXTENT THAT NON‐PAYMENT THEREOF SHALL BE PERMITTED
BY SECTION 6.03;
(E)
LIENS ON THE PROPERTY OF THE BORROWER OR ANY OF ITS SUBSIDIARIES INCURRED,
OR PLEDGES AND DEPOSITS MADE, IN THE ORDINARY COURSE OF BUSINESS IN CONNECTION
WITH WORKER'S COMPENSATION, UNEMPLOYMENT INSURANCE, OLD‐AGE PENSIONS AND OTHER
SOCIAL SECURITY BENEFITS, OTHER THAN IN RESPECT OF EMPLOYEE PLANS SUBJECT TO
ERISA;
(F)
LIENS ON THE PROPERTY OF THE BORROWER OR ANY OF ITS SUBSIDIARIES SECURING
(I) THE PERFORMANCE OF BIDS, TENDERS, STATUTORY OBLIGATIONS, LEASES AND
CONTRACTS (OTHER THAN FOR THE REPAYMENT OF BORROWED MONEY), (II) OBLIGATIONS ON
SURETY AND APPEAL BONDS NOT EXCEEDING IN THE AGGREGATE $5,000,000 AND (III)
OTHER OBLIGATIONS OF LIKE NATURE INCURRED AS AN INCIDENT TO AND IN THE ORDINARY
COURSE OF BUSINESS, PROVIDED ALL SUCH LIENS IN THE AGGREGATE HAVE NO REASONABLE
LIKELIHOOD (EVEN IF ENFORCED) OF HAVING A MATERIAL ADVERSE EFFECT;
(G)
ZONING RESTRICTIONS, EASEMENTS, LICENSES, RESERVATIONS, RESTRICTIONS ON THE
USE OF REAL PROPERTY OR MINOR IRREGULARITIES INCIDENT THERETO WHICH DO NOT
IMPAIR THE VALUE OF ANY PARCEL OF PROPERTY MATERIAL TO THE OPERATION OF THE
BUSINESS OF THE BORROWER AND ITS SUBSIDIARIES TAKEN AS A WHOLE OR THE VALUE OF
SUCH PROPERTY FOR THE PURPOSE OF SUCH BUSINESS;
(H)
(I) PURCHASE MONEY LIENS OR PURCHASE MONEY SECURITY INTERESTS (INCLUDING IN
CONNECTION WITH CAPITAL LEASES) UPON OR IN ANY PROPERTY ACQUIRED OR HELD BY THE
BORROWER OR ANY OF ITS SUBSIDIARIES IN THE ORDINARY COURSE OF BUSINESS TO SECURE
THE PURCHASE PRICE OF SUCH PROPERTY OR TO SECURE INDEBTEDNESS INCURRED SOLELY
FOR THE PURPOSE OF FINANCING THE ACQUISITION OF SUCH PROPERTY AND LIENS EXISTING
ON SUCH PROPERTY AT THE TIME OF ITS ACQUISITION (OTHER THAN ANY SUCH LIEN
CREATED IN CONTEMPLATION OF SUCH ACQUISITION) WHICH LIENS DO NOT EXTEND TO ANY
OTHER PROPERTY AND DO NOT SECURE INDEBTEDNESS EXCEEDING THE PURCHASE PRICE OF
SUCH PROPERTY;
(II) LIENS (INCLUDING IN CONNECTION WITH CAPITAL LEASES) SECURING INDEBTEDNESS
OF THE BORROWER OR ANY OF ITS SUBSIDIARIES INCURRED TO FINANCE ALL OR SOME