TO ANY LOAN DOCUMENT;
(B)
LIENS EXISTING ON THE DATE HEREOF AND LISTED ON SCHEDULE 5.08(C)
AND ANY RENEWALS OR EXTENSIONS THEREOF, PROVIDED THAT (I) THE PROPERTY COVERED
THEREBY IS NOT CHANGED, (II) THE AMOUNT SECURED OR BENEFITED THEREBY IS NOT
INCREASED EXCEPT AS CONTEMPLATED BY SECTION 7.02(G), (III) THE DIRECT OR ANY
CONTINGENT OBLIGOR WITH RESPECT THERETO IS NOT CHANGED, AND (IV) ANY RENEWAL OR
EXTENSION OF THE OBLIGATIONS SECURED OR BENEFITED THEREBY IS PERMITTED BY
SECTION 7.02(G);
(C)
LIENS FOR TAXES, ASSESSMENTS OR OTHER GOVERNMENTAL CHARGES OR
LEVIES NOT YET DELINQUENT OR THEREAFTER PAYABLE WITHOUT PENALTY OR WHICH ARE
BEING CONTESTED IN GOOD FAITH AND BY APPROPRIATE ACTIONS, IF ADEQUATE RESERVES
WITH RESPECT THERETO ARE MAINTAINED ON THE BOOKS OF THE APPLICABLE PERSON IN
ACCORDANCE WITH, AND TO THE EXTENT REQUIRED BY, GAAP;
(D)
CARRIERS', WAREHOUSEMEN'S, MECHANICS', MATERIALMEN'S, REPAIRMEN'S
OR OTHER LIKE LIENS ARISING IN THE ORDINARY COURSE OF BUSINESS WHICH ARE NOT
OVERDUE FOR A PERIOD OF MORE THAN 60 DAYS OR WHICH ARE BEING CONTESTED IN GOOD
FAITH AND BY APPROPRIATE ACTIONS DILIGENTLY CONDUCTED, IF ADEQUATE RESERVES WITH
RESPECT THERETO ARE MAINTAINED ON THE BOOKS OF THE APPLICABLE PERSON TO THE
EXTENT REQUIRED BY GAAP;
87
(E)
PLEDGES OR DEPOSITS IN THE ORDINARY COURSE OF BUSINESS IN
CONNECTION WITH WORKERS' COMPENSATION, UNEMPLOYMENT INSURANCE AND OTHER SOCIAL
SECURITY LEGISLATION, OTHER THAN ANY LIEN IMPOSED BY ERISA;
(F)
DEPOSITS TO SECURE THE PERFORMANCE OF BIDS, TRADE CONTRACTS AND
LEASES (OTHER THAN INDEBTEDNESS), STATUTORY OBLIGATIONS, SURETY AND APPEAL
BONDS, PERFORMANCE BONDS AND OTHER OBLIGATIONS OF A LIKE NATURE INCURRED IN THE
ORDINARY COURSE OF BUSINESS;
(G)
EASEMENTS, RIGHTS-OF-WAY, RESTRICTIONS AND OTHER SIMILAR
ENCUMBRANCES AFFECTING REAL PROPERTY WHICH, IN THE AGGREGATE, ARE NOT
SUBSTANTIAL IN AMOUNT, AND WHICH 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 THE APPLICABLE PERSON;
(H)
LIENS SECURING WRITS OF ATTACHMENT OR SIMILAR INSTRUMENTS OR
JUDGMENTS FOR THE PAYMENT OF MONEY NOT CONSTITUTING AN EVENT OF DEFAULT UNDER
SECTION 8.01(H);
(I)
PRESENT OR FUTURE ZONING LAWS AND ORDINANCES OR OTHER LAWS AND
ORDINANCES RESTRICTING THE OCCUPANCY, USE OR ENJOYMENT OF REAL PROPERTY;
(J)
LIENS SECURING INDEBTEDNESS PERMITTED UNDER SECTION 7.02(I);
PROVIDED THAT (I) SUCH LIENS DO NOT AT ANY TIME ENCUMBER ANY PROPERTY OTHER THAN
THE PROPERTY FINANCED BY SUCH INDEBTEDNESS AND (II) THE INDEBTEDNESS SECURED
THEREBY DOES NOT EXCEED THE COST OR FAIR MARKET VALUE, WHICHEVER IS LOWER, OF
THE PROPERTY BEING ACQUIRED ON THE DATE OF ACQUISITION;
(K)
LIENS SECURING INDEBTEDNESS UNDER FF&E FINANCINGS IN AN AGGREGATE
PRINCIPAL AMOUNT NOT TO EXCEED $30.0 MILLION ACQUIRED WITH THE PROCEEDS OF SUCH
INDEBTEDNESS; PROVIDED THAT SUCH LIENS ONLY EXTEND TO FF&E;
(L)
OTHER LIENS SECURING INDEBTEDNESS OUTSTANDING IN AN AGGREGATE
PRINCIPAL AMOUNT NOT TO EXCEED $5.0 MILLION, PROVIDED THAT NO SUCH LIEN SHALL
EXTEND TO OR COVER ANY COLLATERAL;
(M)
PERMITTED ENCUMBRANCES;
(N)
SUBJECT TO THE TERMS OF THE INTERCREDITOR AGREEMENT, LIEN SECURING
INDEBTEDNESS UNDER SECOND LIEN