Common use of Lien Restrictions Clause in Contracts

Lien Restrictions. Create, incur, assume or suffer to exist any Lien upon any of its property or assets, whether now owned or hereafter acquired (whether or not provision is made for the equal and ratable securing of Notes in accordance with the provisions of paragraph 5D hereof), except: (i) Liens for taxes or other governmental charges not yet due or which are being actively contested in good faith by appropriate proceedings; (ii) Liens incidental to the conduct of its business or the ordinary operation or use of its property which were not incurred in connection with the borrowing of money or obtaining credit or advances; (iii) Liens on property or assets of a Subsidiary to secure obligations of such Subsidiary to the Company or another Subsidiary; (iv) Liens identified on EXHIBIT G to the Existing Agreement a copy of which is attached hereto; (v) Liens relating to the ledger balances, consignments, and other similar arrangements and other Liens (including Liens consisting of Capitalized Lease Obligations and/or purchase money security interests) to secure Debt, provided that (x) the Debt to which the Lien relates is permitted by paragraph 6B(2) and (y) the aggregate amount of Debt (plus, without duplication, the aggregate amount of such ledger balances, consignments and other similar arrangements) secured by such Liens does not exceed at any time 20% of Consolidated Tangible Net Worth; and (vi) Liens consisting of survey exceptions, minor encumbrance easements and rights of way, or zoning or other restrictions as to the use of real properties; provided, however, that such Liens in the aggregate do not materially impair the usefulness of such property in the business of the Company and its Subsidiaries, taken as a whole.

Lien Restrictions. Create, incur, assume or suffer to exist any Lien upon of any kind on or with respect to any of its property or assets, whether now owned or hereafter acquired (whether or not provision is made for the equal and ratable securing of Notes in accordance with the provisions of paragraph 5D hereof), except: (i) Liens for taxes or other governmental charges not yet due or which are being actively contested in good faith by appropriate proceedings;, (ii) other Liens incidental to the conduct of its business or the ordinary operation or use ownership of its property and assets which were not incurred in connection with the borrowing of money or the obtaining credit of advances or advances;credit, and which do not in the aggregate materially detract from the value of the property or assets of the Company and its Subsidiaries taken as a whole or materially impair the use thereof in the operation of the business of the Company and its Subsidiaries taken as a whole, (iii) Liens on property or assets of a Subsidiary to secure obligations of such Subsidiary to the Company or another Subsidiary;, (iv) Liens identified any Lien existing on EXHIBIT G any property of any corporation at the time it becomes a Subsidiary, or existing prior to the Existing Agreement a copy time of which is attached hereto; (v) Liens relating to acquisition upon any property acquired by the ledger balancesCompany or any Subsidiary through purchase, consignmentsmerger or consolidation or otherwise, and other similar arrangements and other Liens (including Liens consisting whether or not assumed by the Company or such Subsidiary, or placed upon property at the time of Capitalized Lease Obligations and/or purchase money security interests) acquisition by the Company or any Subsidiary, to secure Debta portion of the purchase price thereof, provided that (xa) any such Lien shall not encumber any other property of the Debt to which the Lien relates is permitted by paragraph 6B(2) Company or such Subsidiary and (yb) at the time of incurrence of any such Lien the aggregate amount of Debt (plus, without duplication, the aggregate amount of such ledger balances, consignments and other similar arrangements) secured by all such Liens does not exceed at any time 2010% of Consolidated Tangible Net Worth; and, (v) any Lien on property of the Company or a Subsidiary which is in existence on the date of this Agreement, and which is set forth on Schedule 6C hereto, (vi) any Lien renewing, extending or refunding any Lien permitted by clauses (iv) and (v) of this paragraph 6C(1), provided that (a) the -------- principal amount of Debt secured thereby is not increased, and (b) the Lien is not extended to other property, and (vii) other Liens consisting of survey exceptionssecuring Debt, minor encumbrance easements and rights of way, or zoning or other restrictions as to the use of real properties; provided, however, provided that such Liens in the aggregate do not materially impair the usefulness amount -------- of such property in the business Priority Debt outstanding at no time exceeds 15% of the Company and its Subsidiaries, taken as a whole.Consolidated Tangible Net Worth;

Lien Restrictions. Create, incur, assume or suffer to exist exist, or permit any of its Subsidiaries to create, incur, assume or suffer to exist, any Lien upon any of its property or assetstheir respective Property, whether now owned or hereafter acquired (whether or not provision is made for the equal and ratable securing of Notes the Obligations in accordance with the provisions of paragraph 5D hereofSection 6.4), exceptexcept for the following: (ia) Liens for taxes taxes, assessments or other governmental levies or charges that are not yet due delinquent, may be paid without penalty or which are being actively contested in good faith by appropriate proceedingsa Good Faith Contest; (iib) statutory Liens of landlords, and Liens of carriers, warehousemen, mechanics and materialmen, incurred in the ordinary course of business for sums that are not yet delinquent, may be paid without penalty or are subject to a Good Faith Contest; (c) Liens on Property of a Subsidiary to secure obligations of such Subsidiary to Borrower; (d) Liens (other than any Lien imposed by ERISA) incurred, or deposits made, in the ordinary course of business such as workers’ compensation Liens or statutory or legal obligation Liens or deposits to support an insurance program, provided, however, that such Liens or deposits were not incurred or made in connection with the borrowing of money, or the obtaining of advances or credit; (e) minor survey exceptions or minor encumbrances, easements or reservations, and related Liens and incidental to Liens, that are necessary for the conduct of the operations of Borrower and its business or the ordinary operation or use of its property which Subsidiaries but were not incurred in connection with the borrowing of money or the obtaining of advances or credit and which do not in the aggregate materially detract from the value of the Property of Borrower or advancesits Subsidiaries or materially impair the use thereof in the operation of the businesses of Borrower and its Subsidiaries; (iiif) Liens on property or assets of a Subsidiary to secure obligations of such Subsidiary to the Company or another Subsidiarycontract advances and other related advances for which deposits have been received before services have been rendered; (ivg) Liens identified on EXHIBIT G to the Existing Agreement a copy of which is attached heretoincurred in connection with Non-Recourse Debt; (vh) Liens relating to the ledger balances, consignments, and other similar arrangements and other Liens (including Liens consisting cash deposited with issuing banks as collateral for Outside Letters of Capitalized Lease Obligations and/or purchase money security interests) to secure Debt, provided Credit that (x) the Debt to which the Lien relates is are permitted by paragraph 6B(2) and (y) the aggregate amount of Debt (plus, without duplication, under Section 7.13 so long as the aggregate amount of such ledger balancescash deposits does not exceed the Consolidated Equity limitation set forth in Section 7.13; (i) Liens on assets consisting of interests in joint ventures or partnerships held by Borrower or its Subsidiaries and the underlying assets in such joint ventures or partnerships granted to the other party in any such joint venture or partnership where Borrower or such Subsidiary holds an interest in such joint venture or partnership of less than 50% so long as (i) no Default or Event of Default has occurred and is continuing, consignments and other similar arrangements(ii) secured by the aggregate value of all assets subject to such Liens does not exceed at any time 2010% of Consolidated Tangible Net WorthEquity and (iii) Borrower or such Subsidiary is granted a Lien on the joint venture or partnership interests and underlying assets held by the other party or parties in such joint venture or partnership; (j) Liens existing on property at the time of its acquisition pursuant to a Permitted Acquisition or existing on the property of any Person at the time such Person becomes a Subsidiary or is merged into or consolidated with Borrower or any Subsidiary pursuant to a Permitted Acquisition; provided that (i) such Lien was not created in contemplation of such Permitted Acquisition and (ii) the aggregate outstanding principal amount of Debt secured by all such Liens does not exceed $30,000,000 at any time; (k) Liens in favor of sureties issued for the benefit of Borrower or any of its Subsidiaries in the ordinary course of their business; (l) Liens securing Debt not to exceed $50,000,000 permitted under Section 7.2; (m) Liens on the capital stock of foreign Subsidiaries granted to the Administrative Agent, for the benefit of the Banks, to secure the Guaranteed Obligations in accordance with the requirements of Section 6.10; (n) Liens on the capital stock of foreign Subsidiaries granted to (i) the holders of the “Guaranteed Obligations” under the Revolving Credit Agreement (or an agent or representative for the benefit of such holders) to secure the repayment of such “Guaranteed Obligations,” (ii) the holders of Permitted Private Placement Debt (or an agent or representative for the benefit of such holders) to secure the repayment of such Permitted Private Placement Debt and (iii) the holders of any Debt permitted pursuant to Section 7.2(j) (or an agent or representative for the benefit of such holders) to secure the repayment of such Debt; provided that the Administrative Agent, for the benefit of the Banks, holds a Lien on the same capital stock and the priority of the Lien on such capital stock held by the Administrative Agent is senior to or pari passu with the Lien of such holders and the priority thereof is governed by an intercreditor agreement in form and substance satisfactory to the Administrative Agent; (o) Liens permitted under Section 7.5; and (vip) Liens consisting on “Cash Collateral” required to be pledged under the Revolving Credit Agreement in respect of survey exceptions, minor encumbrance easements and rights letters of way, or zoning or other restrictions as to the use of real properties; provided, however, that such Liens in the aggregate do not materially impair the usefulness of such property in the business of the Company and its Subsidiaries, taken as a wholecredit issued thereunder.

Lien Restrictions. Create, incur, assume or suffer permit to exist at any time any Lien upon of any kind (other than to or in favor of the holders of the Notes or unless prior written consent to the creation, assumption or maintenance thereof shall have been obtained pursuant to Section 6.4) on or with respect to any of its property or assets, whether now owned or hereafter acquired (whether or not provision is made for the equal and ratable securing of the Notes in accordance with the provisions of paragraph 5D Section 4.4 hereof), except: (i) Liens for taxes taxes, assessments or other governmental levies or charges not yet due or which are being actively contested in good faith by appropriate proceedingssubject to a Good Faith Contest; (ii) statutory Liens incidental to the conduct of its business or landlords and Liens of carriers, warehousemen, mechanics and materialmen incurred in the ordinary operation course of business for sums not yet due or use that are subject to a Good Faith Contest; (iii) Liens (other than any Lien imposed by ERISA) incurred or deposits made in the ordinary course of its property which were business in connection with workers' compensation, unemployment insurance and other types of social security or other similar statutory or legal obligations, in each case not incurred or made in connection with the borrowing incurrence or maintenance of money Debt, the obtaining of advances or obtaining credit or advancesthe payment of the deferred purchase price of property, and provided that such Liens do not in the aggregate materially detract from the value of the property or assets so encumbered or materially impair the use thereof in the operation of its business; (iiiiv) Liens on property or assets of a Subsidiary to secure obligations of such Subsidiary to the Company Company, Guarantor or another Subsidiary; (iv) Liens identified on EXHIBIT G to the Existing Agreement a copy of which is attached hereto; (v) Liens relating to the ledger balances, consignments, and other similar arrangements and other Liens (including Liens consisting of Capitalized Lease Obligations and/or purchase money security interests) to secure Debt, provided that (x) the Debt to which the Lien relates is permitted may be required by paragraph 6B(2) and (y) the aggregate amount of Debt (plus, without duplication, the aggregate amount of such ledger balances, consignments and other similar arrangements) secured by such Liens does not exceed at any time 20% of Consolidated Tangible Net Worth; andthis Guaranty; (vi) Liens consisting of existing on the date hereof as set forth on Schedule 5.4; provided that the Indebtedness secured thereby does not exceed $1,000,000; (vii) minor survey exceptionsexceptions or minor encumbrances, minor encumbrance easements and or reservations, or rights of others for rights-of-way, utilities and other similar purposes, or zoning or other restrictions as to the use of real propertiesproperty, that are necessary for the conduct of the operations of Guarantor and its Subsidiaries or that customarily exist on properties of corporations engaged in similar businesses and are similarly situated and that do not in any event materially impair their use in the operations of Guarantor and its Subsidiaries; and (viii) any Lien other than those specified in clauses (i) - (vii) above that secures Debt in an aggregate principal amount not to exceed at any time the sum of $10,000,000 plus 5% of Consolidated Tangible Net Worth (measured at the end of the fiscal quarter immediately preceding the date of determination); provided, however, that in no event shall such Liens in the aggregate do not materially impair the usefulness attach to or otherwise encumber (A) Consolidated current assets or (B) capital stock of such property in the business of the Company and its Subsidiaries, taken as a wholeany Subsidiary.

Lien Restrictions. Create, incur, assume or suffer to exist exist, or permit any of its Subsidiaries to create, incur, assume or suffer to exist, any Lien upon any of its property or assetstheir respective Property, whether now owned or hereafter acquired (whether or not provision is made for the equal and ratable securing of Notes the Obligations in accordance with the provisions of paragraph 5D hereofSection 6.4), exceptexcept for the following: (ia) Liens for taxes taxes, assessments or other governmental levies or charges that are not yet due delinquent, may be paid without penalty or which are being actively contested in good faith by appropriate proceedingsa Good Faith Contest; (iib) statutory Liens of landlords, and Liens of carriers, warehousemen, mechanics and materialmen, incurred in the ordinary course of business for sums that are not yet delinquent, may be paid without penalty or are subject to a Good Faith Contest; (c) Liens on Property of a Subsidiary to secure obligations of such Subsidiary to Borrower; (d) Liens (other than any Lien imposed by ERISA) incurred, or deposits made, in the ordinary course of business such as workers’ compensation Liens or statutory or legal obligation Liens or deposits to support an insurance program, provided, however, that such Liens or deposits were not incurred or made in connection with the borrowing of money, or the obtaining of advances or credit; (e) minor survey exceptions or minor encumbrances, easements or reservations, and related Liens and incidental to Liens, that are necessary for the conduct of the operations of Borrower and its business or the ordinary operation or use of its property which Subsidiaries but were not incurred in connection with the borrowing of money or the obtaining of advances or credit and which do not in the aggregate materially detract from the value of the Property of Borrower or advancesits Subsidiaries or materially impair the use thereof in the operation of the businesses of Borrower and its Subsidiaries; (iiif) Liens on property or assets of a Subsidiary to secure obligations of such Subsidiary to the Company or another Subsidiarycontract advances and other related advances for which deposits have been received before services have been rendered; (ivg) Liens identified on EXHIBIT G to the Existing Agreement a copy of which is attached heretoincurred in connection with Non-Recourse Debt; (vh) Liens relating to the ledger balances, consignments, and other similar arrangements and other Liens (including Liens consisting cash deposited with issuing banks as collateral for Outside Letters of Capitalized Lease Obligations and/or purchase money security interests) to secure Debt, provided Credit that (x) the Debt to which the Lien relates is are permitted by paragraph 6B(2) and (y) the aggregate amount of Debt (plus, without duplication, under Section 7.13 so long as the aggregate amount of such ledger balancescash deposits does not exceed the Consolidated Equity limitation set forth in Section 7.13; (i) Liens on assets consisting of interests in joint ventures or partnerships held by Borrower or its Subsidiaries and the underlying assets in such joint ventures or partnerships granted to the other party in any such joint venture or partnership where Borrower or such Subsidiary holds an interest in such joint venture or partnership of less than 50% so long as (i) no Default or Event of Default has occurred and is continuing, consignments and other similar arrangements(ii) secured by the aggregate value of all assets subject to such Liens does not exceed at any time 2010% of Consolidated Tangible Net WorthEquity and (iii) Borrower or such Subsidiary is granted a Lien in the joint venture or partnership interests and underlying assets held by the other party or parties in such joint venture or partnership; (j) Liens existing on property at the time of its acquisition pursuant to a Permitted Acquisition or existing on the property of any Person at the time such Person becomes a Subsidiary or is merged into or consolidated with Borrower or any Subsidiary pursuant to a Permitted Acquisition; provided that (i) such Lien was not created in contemplation of such Permitted Acquisition and (ii) the aggregate outstanding principal amount of Debt secured by all such Liens does not exceed $30,000,000 at any time; (k) Liens in favor of sureties issued for the benefit of Borrower or any of its Subsidiaries in the ordinary course of their business; (l) Liens securing Debt not to exceed $50,000,000 permitted under Section 7.2; (m) Liens on the capital stock of foreign Subsidiaries granted to the Administrative Agent, for the benefit of the Banks, the Guaranteed Hedge Banks and the Guaranteed Cash Management Banks, to secure the Guaranteed Obligations in accordance with the requirements of Section 6.10; (n) Liens on the capital stock of foreign Subsidiaries granted to the holders of Permitted Private Placement Debt (or an agent or representative for the benefit of such holders) to secure the repayment of such Permitted Private Placement Debt; provided that the Administrative Agent, for the benefit of the Banks, the Guaranteed Hedge Banks and the Guaranteed Cash Management Banks, holds a Lien in the same capital stock and the priority of the Lien in such capital stock held by the Administrative Agent is senior to or pari passu with the Lien of such holders and the priority thereof is governed by an intercreditor agreement in form and substance satisfactory to the Administrative Agent; and (vio) Liens consisting of survey exceptions, minor encumbrance easements and rights of way, or zoning or other restrictions as to the use of real properties; provided, however, that such Liens in the aggregate do not materially impair the usefulness of such property in the business of the Company and its Subsidiaries, taken as a wholepermitted under Section 7.5.