Common use of Liens on Properties Clause in Contracts

Liens on Properties. (a) Borrower shall not, nor permit its Subsidiaries to, mortgage, pledge, hypothecate, or encumber in any manner, other than Permitted Encumbrances, any asset, unless, after giving effect to such mortgage, pledge, hypothecation or encumbrance, there shall be no violation of any of the covenants contained in Sections 5.3 or 5.15. (b) Borrower shall not, nor permit any of its Subsidiaries to, create, assume, or allow any Negative Pledge in favor of any other Person affecting or relating to any asset in the Pool, it being understood and agreed by Xxxxxxxx and the other parties hereto that nothing contained in this Section 6.7 shall be deemed or construed to prohibit Borrower and any of its Subsidiaries from delivering from time to time a Negative Pledge substantially in the form contained in Section 6.7(a) in connection with one or more of the Other Credit Facilities Documents. (c) Notwithstanding the foregoing, the Borrower shall not, and shall not permit any of its Subsidiaries to, secure any Indebtedness outstanding under or pursuant to any Other Credit Facilities Documents unless and until the Notes (and any Guaranty) shall concurrently be secured equally and ratably with such Indebtedness pursuant to documentation in Proper Form including, without limitation, an intercreditor agreement and opinions of counsel to the Borrower and/or any such Subsidiary, as the case may be, from counsel that is reasonably acceptable to the Agent.

Liens on Properties. (a) Borrower shall not, nor permit its Subsidiaries to, mortgage, pledge, hypothecate, or encumber in any manner, other than Permitted Encumbrances, any asset, unless, after giving effect to such mortgage, pledge, hypothecation or encumbrance, there shall be no violation of any of the covenants contained in Sections 5.3 or 5.15. (b) Borrower shall not, nor permit any of its Subsidiaries to, create, assume, or allow any Negative Pledge in favor of any other Person affecting or relating to any asset in the Pool, it being understood and agreed by Xxxxxxxx Borrower and the other parties hereto that nothing contained in this Section 6.7 shall be deemed or construed to prohibit Borrower and any of its Subsidiaries from delivering from time to time a Negative Pledge substantially in the form contained in Section 6.7(a) in connection with one or more of the Other Credit Facilities Documents. (c) Notwithstanding the foregoing, the Borrower shall not, and shall not permit any of its Subsidiaries to, secure any Indebtedness outstanding under or pursuant to any Other Credit Facilities Facility Documents unless and until the Notes (and any Guaranty) shall concurrently be secured equally and ratably with such Indebtedness pursuant to documentation in Proper Form including, without limitation, an intercreditor agreement and opinions of counsel to the Borrower and/or any such Subsidiary, as the case may be, from counsel that is reasonably acceptable to the Agent.

Liens on Properties. (a) Borrower shall not, nor permit its Subsidiaries to, mortgage, pledge, hypothecate, or encumber in any manner, other than Permitted Encumbrances, any asset, unless, after giving effect to such mortgage, pledge, hypothecation or encumbrance, there shall be no violation of any of the covenants contained in Sections 5.3 or 5.15. (b) Borrower shall not, nor permit any of its Subsidiaries to, create, assume, or allow any Negative Pledge in favor of any other Person affecting or relating to any asset in the Pool, it being understood and agreed by Xxxxxxxx Borrower and the other parties hereto that nothing contained in this Section 6.7 shall be deemed or construed to prohibit Borrower and any of its Subsidiaries from delivering from time to time a Negative Pledge substantially in the form contained in Section 6.7(a) in connection with one or more of the Other Credit Facilities Documents. (c) Notwithstanding the foregoing, the Borrower shall not, and shall not permit any of its Subsidiaries to, secure any Indebtedness outstanding under or pursuant to any Other Credit Facilities Facility Documents unless and until the Notes (and any Guaranty) shall concurrently be secured equally and ratably with such Indebtedness pursuant to documentation in Proper Form including, without limitation, an intercreditor agreement and opinions of counsel to the Borrower and/or any such Subsidiary, as the case may be, from counsel that is reasonably acceptable to the Agent. 6. Exhibit A of the Loan Agreement is hereby amended in its entirety to provide as set forth on Exhibit A attached to this Second Amendment. 7. The Borrower hereby represents and warrants to Agent and the Lenders that (a) no Event of Default, and no Default, has occurred and is continuing on the date of execution hereof and as of the Second Amendment Effective Date, (b) the Borrower has no set-off right, claim or other defense with respect to its obligations under the Loan Agreement or any of the Credit Documents, (c) the Borrower has no knowledge of any default by the Agent or the Lenders under the Loan Agreement or any of the other Credit Documents, (d) the financial condition of each of the Guarantors and the Borrower has not materially and adversely changed since March 31, 2013, and (e) this Second Amendment has been duly executed, authorized and delivered by the Borrower, and will constitute a legal, valid and binding obligation of the Borrower enforceable in accordance with its terms, except as the same may be limited by bankruptcy, insolvency and similar Laws affecting the rights of creditors generally. The Borrower also certifies to the Agent and the Lenders that all representations and warranties contained in Section 4 of the Loan Agreement are true and correct as of the date hereof and as of the Second Amendment Effective Date, except to the extent such representations and warranties are specifically stated to be as of an earlier date. 8. Except as specifically modified herein, the Loan Agreement is hereby ratified and confirmed and the terms and conditions of the Loan Agreement shall remain in full force and effect (including, without limitation, all waivers of trial by jury, consents to jurisdiction and venue, reference provisions and waiver of defenses and other rights set forth therein, if any). 9. This Second Amendment is conditioned upon, and shall only become effective upon, the satisfaction of the following conditions: (a) the representations and warranties contained in Section 7 hereof shall be true and correct both on the date of execution hereof and on the Second Amendment Effective Date; and (b) the Borrower shall have reimbursed Agent for all reasonable out-of-pocket attorneys' fees and expenses incurred in connection with this Second Amendment. 10. This Second Amendment may be executed by the parties hereto in multiple counterparts, and, when so executed by all of the parties, such multiple counterparts shall be deemed to constitute a single, integrated agreement. 11. This Second Amendment, and the Loan Agreement, as modified hereby, shall be deemed to be a contract under the Legal Requirements of the Commonwealth of Pennsylvania and for all purposes shall be governed by and construed and enforced in accordance with the Legal Requirements of the Commonwealth of Pennsylvania without regard to its conflicts of laws principles. 12. This Second Amendment shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns.

Liens on Properties. (a) Borrower shall not, nor permit its Subsidiaries to, mortgage, pledge, hypothecate, or encumber in any manner, other than Permitted Encumbrances, any asset, unless, after giving effect to such mortgage, pledge, hypothecation or encumbrance, there shall be no violation of any of the covenants contained in Sections 5.3 or 5.15. (b) Borrower shall not, nor permit any of its Subsidiaries to, create, assume, or allow any Negative Pledge in favor of any other Person affecting or relating to any asset in the Pool, it being understood and agreed by Xxxxxxxx Borrower and the other parties hereto that nothing contained in this Section 6.7 shall be deemed or construed to prohibit Borrower and any of its Subsidiaries from delivering from time to time a Negative Pledge substantially in the form contained in Section 6.7(a) in connection with one or more of the Other Credit Facilities Documents. (c) Notwithstanding the foregoing, the Borrower shall not, and shall not permit any of its Subsidiaries to, secure any Indebtedness outstanding under or pursuant to any Other Credit Facilities Documents unless and until the Notes (and any Guaranty) shall concurrently be secured equally and ratably with such Indebtedness pursuant to documentation in Proper Form including, without limitation, an intercreditor agreement and opinions of counsel to the Borrower and/or any such Subsidiary, as the case may be, from counsel that is reasonably acceptable to the Agent.

Liens on Properties. (a) Borrower shall not, nor permit its Subsidiaries to, mortgage, pledge, hypothecate, or encumber in any manner, other than Permitted Encumbrances, any asset, unless, after giving effect to such mortgage, pledge, hypothecation or encumbrance, there shall be no violation of any of the covenants contained in Sections 5.3 or 5.15. (b) Borrower shall not, nor permit any of its Subsidiaries to, create, assume, or allow any Negative Pledge in favor of any other Person affecting or relating to any asset in the Pool, it being understood and agreed by Xxxxxxxx Borrower and the other parties hereto that nothing contained in this Section 6.7 shall be deemed or construed to prohibit Borrower and any of its Subsidiaries from delivering from time to time a Negative Pledge substantially in the form contained in Section 6.7(a) in connection with one or more of the Other Credit Facilities Documents. (c) Notwithstanding the foregoing, the Borrower shall not, and shall not permit any of its Subsidiaries to, secure any Indebtedness outstanding under or pursuant to any Other Credit Facilities Facility Documents unless and until the Notes (and any Guaranty) shall concurrently be secured equally and ratably with such Indebtedness pursuant to documentation in Proper Form including, without limitation, an intercreditor agreement and opinions of counsel to the Borrower and/or any such Subsidiary, as the case may be, from counsel that is reasonably acceptable to the Agent. 6. Exhibit A of the Credit Agreement is hereby amended in its entirety to provide as set forth on Exhibit A attached to this First Amendment. 7. The Borrower hereby represents and warrants to Agent and the Lenders that (a) no Event of Default, and no Default, has occurred and is continuing on the date of execution hereof and as of the First Amendment Effective Date, (b) the Borrower has no set-off right, claim or other defense with respect to its obligations under the Credit Agreement or any of the Credit Documents, (c) the Borrower has no knowledge of any default by the Agent or the Lenders under the Credit Agreement or any of the other Credit Documents, (d) the financial condition of each of the Guarantors and the Borrower has not materially and adversely changed since March 31, 2013, and (e) this First Amendment has been duly executed, authorized and delivered by the Borrower, and will constitute a legal, valid and binding obligation of the Borrower enforceable in accordance with its terms, except as the same may be limited by bankruptcy, insolvency and similar Laws affecting the rights of creditors generally. The Borrower also certifies to the Agent and the Lenders that all representations and warranties contained in Section 4 of the Credit Agreement are true and correct as of the date hereof and as of the First Amendment Effective Date, except to the extent such representations and warranties are specifically stated to be as of an earlier date. 8. Except as specifically modified herein, the Credit Agreement is hereby ratified and confirmed and the terms and conditions of the Credit Agreement shall remain in full force and effect (including, without limitation, all waivers of trial by jury, consents to jurisdiction and venue, reference provisions and waiver of defenses and other rights set forth therein, if any). 9. This First Amendment is conditioned upon, and shall only become effective upon, the satisfaction of the following conditions: (a) the representations and warranties contained in Section 7 hereof shall be true and correct both on the date of execution hereof and on the First Amendment Effective Date; and (b) the Borrower shall have reimbursed Agent for all reasonable out-of-pocket attorneys' fees and expenses incurred in connection with this First Amendment. 10. This First Amendment may be executed by the parties hereto in multiple counterparts, and, when so executed by all of the parties, such multiple counterparts shall be deemed to constitute a single, integrated agreement. 11. This First Amendment, and the Credit Agreement, as modified hereby, shall be deemed to be a contract under the Legal Requirements of the Commonwealth of Pennsylvania and for all purposes shall be governed by and construed and enforced in accordance with the Legal Requirements of the Commonwealth of Pennsylvania without regard to its conflicts of laws principles. 12. This First Amendment shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns.