OUTSTANDING DOES NOT EXCEED $3,000,000 AND (II) TO SECURE THE PERFORMANCE OF
BIDS, TRADE CONTRACTS (OTHER THAN FOR BORROWED MONEY), LEASES, STATUTORY
OBLIGATIONS, SURETY AND APPEAL BONDS, PERFORMANCE BONDS AND OTHER OBLIGATIONS OF
A LIKE NATURE INCURRED IN THE ORDINARY COURSE OF BUSINESS;
(E)
EASEMENTS, RIGHTS OF WAY, RESTRICTIONS AND
OTHER SIMILAR ENCUMBRANCES INCURRED IN THE ORDINARY COURSE OF BUSINESS THAT, IN
THE AGGREGATE, ARE NOT SUBSTANTIAL IN AMOUNT AND THAT 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 BORROWER OR ANY OF
ITS SUBSIDIARIES;
(F)
LIENS IN EXISTENCE ON THE DATE HEREOF
LISTED ON SCHEDULE 7.3(F), SECURING INDEBTEDNESS PERMITTED BY SECTION 7.2(D);
PROVIDED, THAT NO SUCH LIEN IS SPREAD TO COVER ANY ADDITIONAL PROPERTY AFTER THE
CLOSING DATE AND THAT THE AMOUNT OF INDEBTEDNESS SECURED THEREBY IS NOT
INCREASED;
45
(G)
LIENS CREATED PURSUANT TO THE COLLATERAL
DOCUMENTS;
(H)
LIENS ARISING IN CONNECTION WITH ORDINARY
COMMERCIAL BANKING TRANSACTIONS, INCLUDING REPURCHASE AGREEMENTS;
(I)
ADDITIONAL LIENS SECURING INDEBTEDNESS
(INCLUDING, WITHOUT LIMITATION, CAPITAL LEASE OBLIGATIONS) OF THE BORROWER AND
ITS SUBSIDIARIES WHICH WHEN ADDED TO INDEBTEDNESS PERMITTED UNDER SECTION 7.2(E)
SHALL NOT EXCEED THE AMOUNT EQUAL TO 20% OF CONSOLIDATED NET WORTH AT ANY ONE
TIME OUTSTANDING CALCULATED AS OF THE END OF THE MOST RECENTLY COMPLETED FISCAL
QUARTER FOR WHICH FINANCIAL STATEMENTS PURSUANT TO SECTIONS 6.1(A) AND 6.1(B)
HAVE BEEN DELIVERED, SO LONG AS (I) NO SUCH LIEN ENCUMBERS ANY COLLATERAL AND
(II) NO DEFAULT EXISTS AT THE TIME OF THE CREATION OR INCURRENCE OF SUCH LIEN OR
WOULD RESULT THEREFROM; AND
(J)
LIENS SECURING INDEBTEDNESS OF THE
BORROWER OR ANY SUBSIDIARY INCURRED PURSUANT TO SECTION 7.2(I) TO FINANCE THE
ACQUISITION OF FIXED OR CAPITAL ASSETS CONSTITUTING PLANT, PROPERTY OR
EQUIPMENT; PROVIDED THAT (I) SUCH LIENS SHALL BE CREATED SUBSTANTIALLY
SIMULTANEOUSLY WITH THE ACQUISITION OF SUCH FIXED OR CAPITAL ASSETS, AND (II)
SUCH LIENS DO NOT AT ANY TIME ENCUMBER ANY PROPERTY OTHER THAN THE PROPERTY
FINANCED BY SUCH INDEBTEDNESS.
7.4
FUNDAMENTAL CHANGES.
ENTER INTO ANY MERGER,
CONSOLIDATION OR AMALGAMATION, OR LIQUIDATE, WIND UP OR DISSOLVE ITSELF (OR
SUFFER ANY LIQUIDATION OR DISSOLUTION), OR DISPOSE OF, ALL OR SUBSTANTIALLY ALL
OF ITS PROPERTY OR BUSINESS, EXCEPT THAT:
(A)
ANY SUBSIDIARY OF THE BORROWER MAY BE
MERGED OR CONSOLIDATED WITH OR INTO THE BORROWER (PROVIDED THAT THE BORROWER
SHALL BE THE CONTINUING OR SURVIVING CORPORATION) OR WITH OR INTO ANY
CONSOLIDATED SUBSIDIARY GUARANTOR (PROVIDED THAT THE CONSOLIDATED SUBSIDIARY
GUARANTOR SHALL BE THE CONTINUING OR SURVIVING CORPORATION);
(B)
ANY SUBSIDIARY OF THE BORROWER MAY DISPOSE
OF ANY OR ALL OF ITS ASSETS (UPON VOLUNTARY LIQUIDATION OR OTHERWISE) TO THE
BORROWER OR ANY CONSOLIDATED SUBSIDIARY GUARANTOR;
(C)
THE BORROWER MAY DISPOSE OF ANY OF ITS
ASSETS AND THE SUBSIDIARIES OF THE BORROWER MAY DISPOSE OF ANY OR ALL OF THEIR
ASSETS, IN ANY SUCH CASE IN A TRANSACTION SATISFYING THE REQUIREMENTS OF
SECTION 7.5; AND
(D)
THE SUBSIDIARIES OF THE BORROWER MAY ENTER
INTO