RATE PER ANNUM.
(LL)
"PERMITTED LIENS" MEANS (I) ANY LIEN FOR TAXES NOT YET DUE OR
DELINQUENT OR BEING CONTESTED IN GOOD FAITH BY APPROPRIATE PROCEEDINGS FOR WHICH
ADEQUATE RESERVES HAVE BEEN ESTABLISHED IN ACCORDANCE WITH GAAP, (II) ANY
STATUTORY LIEN ARISING IN THE ORDINARY COURSE OF BUSINESS BY OPERATION OF LAW
WITH RESPECT TO A LIABILITY THAT IS NOT YET DUE OR DELINQUENT, (III) ANY LIEN
CREATED BY OPERATION OF LAW, SUCH AS MATERIALMEN'S LIENS, MECHANICS' LIENS AND
OTHER SIMILAR LIENS, ARISING IN THE ORDINARY COURSE OF BUSINESS WITH RESPECT TO
A LIABILITY THAT IS NOT YET DUE OR DELINQUENT OR THAT ARE BEING CONTESTED IN
GOOD FAITH BY APPROPRIATE PROCEEDINGS, (IV) LIENS (A) UPON OR IN ANY EQUIPMENT
ACQUIRED OR HELD BY THE COMPANY OR ANY OF ITS SUBSIDIARIES TO SECURE THE
PURCHASE PRICE OF SUCH EQUIPMENT OR INDEBTEDNESS INCURRED SOLELY FOR THE PURPOSE
OF FINANCING THE ACQUISITION OR LEASE OF SUCH EQUIPMENT, OR (B) EXISTING ON SUCH
EQUIPMENT AT THE TIME OF ITS ACQUISITION, PROVIDED THAT THE LIEN IS CONFINED
SOLELY TO THE PROPERTY SO ACQUIRED AND IMPROVEMENTS THEREON, AND THE PROCEEDS OF
SUCH EQUIPMENT, (V) LIENS INCURRED IN CONNECTION WITH THE EXTENSION, RENEWAL OR
REFINANCING OF THE INDEBTEDNESS SECURED BY LIENS OF THE TYPE DESCRIBED IN
CLAUSES (I) AND (IV) ABOVE, PROVIDED THAT ANY EXTENSION, RENEWAL OR REPLACEMENT
LIEN SHALL BE LIMITED TO THE PROPERTY ENCUMBERED BY THE EXISTING LIEN AND THE
PRINCIPAL AMOUNT OF THE INDEBTEDNESS BEING EXTENDED, RENEWED OR REFINANCED DOES
NOT INCREASE, (VI) LEASES OR SUBLEASES AND LICENSES AND SUBLICENSES GRANTED TO
OTHERS IN THE ORDINARY COURSE OF THE COMPANY'S BUSINESS, NOT INTERFERING IN ANY
MATERIAL RESPECT WITH THE BUSINESS OF THE COMPANY AND ITS SUBSIDIARIES TAKEN AS
A WHOLE, (VII) LIENS IN FAVOR OF CUSTOMS AND REVENUE AUTHORITIES ARISING AS A
MATTER OF LAW TO SECURE PAYMENTS OF CUSTOM DUTIES IN CONNECTION WITH THE
IMPORTATION OF GOODS, (VIII) LIENS ARISING FROM JUDGMENTS, DECREES OR
ATTACHMENTS IN CIRCUMSTANCES NOT CONSTITUTING AN EVENT OF DEFAULT UNDER SECTION
4(A)(IX) AND (IX) LIENS SECURING PERMITTED SENIOR INDEBTEDNESS.
(MM)
"PERMITTED SENIOR INDEBTEDNESS" MEANS (I) THE PRINCIPAL OF (AND
PREMIUM, IF ANY), INTEREST ON, AND ALL FEES AND OTHER AMOUNTS (INCLUDING,
WITHOUT LIMITATION, ANY REASONABLE OUT-OF-POCKET COSTS, ENFORCEMENT EXPENSES
(INCLUDING REASONABLE OUT-OF-POCKET LEGAL FEES AND DISBURSEMENTS), COLLATERAL
PROTECTION EXPENSES AND OTHER REIMBURSEMENT OR INDEMNITY
35
OBLIGATIONS RELATING THERETO) PAYABLE BY COMPANY AND/OR ITS SUBSIDIARIES UNDER
OR IN CONNECTION WITH ANY CREDIT FACILITY OR OTHER LOAN OR FINANCING PRESENTLY
OUTSTANDING TO OR FROM TIME TO TIME TO BE ENTERED INTO BY THE COMPANY AND/OR ITS
SUBSIDIARIES WITH ONE OR MORE FINANCIAL INSTITUTIONS (AND ON TERMS AND
CONDITIONS) OR OTHER, WHICH, IN THE CASE OF FUTURE FACILITIES, LOANS OR
FINANCING, ARE IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO THE REQUIRED
HOLDERS, INCLUDING WITHOUT LIMITATION ANY EXISTING PROMISSORY NOTES, SO LONG AS
SUCH EXISTING PROMISSORY NOTES ARE NOT AMENDED, MODIFIED OR CHANGES ON OR AFTER
THE SUBSCRIPTION DATE; PROVIDED, HOWEVER, THAT THE AGGREGATE OUTSTANDING AMOUNT
OF SUCH INDEBTEDNESS PERMITTED HEREUNDER