LIENS SHALL SECURE ONLY THOSE OBLIGATIONS WHICH THEY SECURE ON THE
REFERENCE DATE AND REFINANCINGS, EXTENSIONS, RENEWALS AND REPLACEMENTS THEREOF
PERMITTED HEREUNDER;
(B)
ANY LIEN CREATED UNDER THE LOAN DOCUMENTS (INCLUDING IN RESPECT OF
HEDGING AGREEMENTS THAT ARE PERMITTED BY THE TERMS OF THE SECURITY DOCUMENTS TO
BE SECURED THEREUNDER);
(C)
ANY LIEN EXISTING ON ANY PROPERTY OR ASSET PRIOR TO THE
ACQUISITION THEREOF BY THE BORROWER OR ANY SUBSIDIARY; PROVIDED THAT (I) SUCH
LIEN IS NOT CREATED IN CONTEMPLATION OF OR IN CONNECTION WITH SUCH ACQUISITION,
(II) SUCH LIEN DOES NOT APPLY TO ANY OTHER PROPERTY OR ASSETS OF THE BORROWER OR
ANY SUBSIDIARY AND (III) SUCH LIEN DOES NOT MATERIALLY INTERFERE WITH THE USE,
OCCUPANCY AND OPERATION OF ANY MORTGAGED PROPERTY;
(D)
LIENS FOR TAXES NOT YET DUE OR WHICH ARE BEING CONTESTED IN
COMPLIANCE WITH SECTION 5.03;
(E)
CARRIERS', WAREHOUSEMEN'S, MECHANICS', MATERIALMEN'S, REPAIRMEN'S
OR OTHER LIKE LIENS ARISING IN THE ORDINARY COURSE OF BUSINESS AND SECURING
OBLIGATIONS THAT ARE NOT OVERDUE FOR A PERIOD OF MORE THAN 30 DAYS OR WHICH ARE
BEING CONTESTED IN COMPLIANCE WITH SECTION 5.03;
(F)
PLEDGES AND DEPOSITS MADE IN THE ORDINARY COURSE OF BUSINESS IN
COMPLIANCE WITH WORKMEN'S COMPENSATION, UNEMPLOYMENT INSURANCE AND OTHER SOCIAL
SECURITY LAWS OR REGULATIONS;
(G)
PLEDGES AND DEPOSITS TO SECURE THE PERFORMANCE OF BIDS, TRADE
CONTRACTS (OTHER THAN FOR INDEBTEDNESS), LEASES (OTHER THAN CAPITAL LEASE
OBLIGATIONS), STATUTORY OBLIGATIONS, SURETY AND APPEAL BONDS, PERFORMANCE BONDS
AND OTHER OBLIGATIONS OF A LIKE NATURE INCURRED IN THE ORDINARY COURSE OF
BUSINESS;
(H)
ZONING RESTRICTIONS, EASEMENTS, RIGHTS-OF-WAY, RESTRICTIONS ON USE
OF REAL PROPERTY AND OTHER SIMILAR ENCUMBRANCES INCURRED IN THE ORDINARY COURSE
OF BUSINESS WHICH, IN THE AGGREGATE, ARE NOT SUBSTANTIAL IN AMOUNT AND DO NOT
MATERIALLY DETRACT FROM THE VALUE OF THE PROPERTY SUBJECT THERETO OR INTERFERE
WITH THE ORDINARY CONDUCT OF THE BUSINESS OF THE BORROWER OR ANY OF THE
SUBSIDIARIES OR THE ABILITY OF THE BORROWER OR ANY OF THE SUBSIDIARIES TO
UTILIZE SUCH PROPERTY FOR ITS INTENDED PURPOSE;
(I)
PURCHASE MONEY SECURITY INTERESTS IN REAL PROPERTY, IMPROVEMENTS
THERETO OR OTHER FIXED OR CAPITAL ASSETS HEREAFTER ACQUIRED (OR, IN THE CASE OF
IMPROVEMENTS, CONSTRUCTED) BY THE BORROWER OR ANY SUBSIDIARY; PROVIDED THAT (I)
SUCH SECURITY INTERESTS
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SECURE INDEBTEDNESS PERMITTED BY SECTION 6.01, (II) SUCH SECURITY INTERESTS ARE
INCURRED, AND THE INDEBTEDNESS SECURED THEREBY IS CREATED, WITHIN 90 DAYS AFTER
SUCH ACQUISITION (OR CONSTRUCTION) AND (III) SUCH SECURITY INTERESTS DO NOT
APPLY TO ANY OTHER PROPERTY OR ASSETS OF THE BORROWER OR ANY SUBSIDIARY;
(J)
JUDGMENT LIENS SECURING JUDGMENTS NOT CONSTITUTING AN EVENT OF
DEFAULT UNDER ARTICLE VII;
(K)
ANY INTEREST OR TITLE OF A LESSOR, SUBLESSOR OR LICENSOR UNDER ANY
LEASE (INCLUDING A CAPITAL LEASE OR SYNTHETIC LEASE) OR LICENSE ENTERED INTO BY
THE BORROWER OR ANY OF ITS SUBSIDIARIES IN THE ORDINARY COURSE OF BUSINESS AND
COVERING ONLY THE ASSETS SO LEASED OR LICENSED, AS THE CASE MAY BE, AND
INCLUDING ANY LIENS ARISING FROM PRECAUTIONARY UCC FINANCING STATEMENTS FILED
UNDER ANY SUCH LEASE;
(L)