Common use of Other Liens; Permitted Liens Clause in Contracts

Other Liens; Permitted Liens. The Borrower shall not create, incur or suffer to exist any Lien upon any of its assets, now owned or later acquired, as security for any indebtedness, with the exception of the following (each a “Permitted Lien”; collectively, “Permitted Liens”): (i) in the case of real property, covenants, restrictions, rights, easements and irregularities in title which do not materially interfere with the Borrower or any Guarantor’s business or operations; (ii) Liens in existence on the date of this Agreement that are described on Schedule 7.3; (iii) the Security Interest and Liens created by the Security Documents; (iv) purchase money Liens relating to the acquisition of Equipment not exceeding the lesser of cost or fair market value, not exceeding $550,000 in the aggregate during any fiscal year, and so long as no Default Period is then in existence and none would exist immediately after giving effect to such acquisition; (v) Liens for taxes not yet delinquent or which are being contested in good faith by appropriate proceedings; provided, that adequate reserves with respect thereto are maintained by the Borrower or the applicable Guarantor and such Liens do not have a priority over the Lien of the Holder Representative and the Holders in the Collateral; (vi) Liens created by operation of law or contract not securing the payment of indebtedness for money borrowed or guaranteed, including landlords’, 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 and, if overdue, for which adequate reserves have been made; (vii) any interest or title of a lessor or sublessor under any lease permitted by this Agreement; (viii) licenses (ranged on a non-exclusive basis), sublicenses, leases or subleases granted to third parties in the ordinary course of business and not interfering with the business of the Borrower or the Guarantors; (ix) pledges or deposits in connection with workers’ compensation, unemployment insurance and other social security legislation and deposits securing liability to insurance carriers under insurance or self-insurance arrangements; (x) deposits 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; (xi) Liens arising out of consignment or similar arrangements for the sale of goods entered into by the Borrower or the Guarantors in the ordinary course of business; (xii) Liens in favor of customs and revenue authorities arising as a matter of law which secure payment of customs duties in connection with the importation of Inventory in the ordinary course of business; (xiii) customary rights of setoff and bankers’ liens existing in the ordinary course of business upon deposits of the Borrower and the Guarantors; (xiv) precautionary Liens filed by equipment lessors pursuant to operating leases of the Borrower and the Guarantors; provided that no such Lien covers any property other than the property subject to such lease; (xiv) Liens arising from any judgment against the Borrower or any Guarantor not constituting an Event of Default so long such Liens do not have a priority over the Lien of the Holder Representative and the Holders in the Collateral; (xvi) Liens securing Indebtedness permitted by Section 7.4(f) and (g).

Other Liens; Permitted Liens. The Borrower Company shall not create, incur or suffer to exist any Lien upon any of its assets, now owned or later acquired, as security for any indebtedness, with the exception of the following (each a “Permitted Lien”; collectively, “Permitted Liens”): (i) in the case of real property, covenants, restrictions, rights, easements and irregularities in title which do not materially interfere with the Borrower Company or any Guarantor’s business or operations; (ii) Liens in existence on the date of this Agreement that are described on Schedule 7.3in Exhibit F; (iii) the Security Interest and Liens created by the Security Documents; (iv) purchase money Liens relating to the acquisition of Equipment Equipment) not exceeding the lesser of cost or fair market value, not exceeding $550,000 500,000 in the aggregate during any fiscal year, and so long as no Default Period is then in existence and none would exist immediately after giving effect to such acquisition; (v) Liens for taxes not yet delinquent or which are being contested in good faith by appropriate proceedings; provided, provided that adequate reserves with respect thereto are maintained by the Borrower Company or the applicable Guarantor and such Liens do not have a priority over the Lien of the Holder Representative and the Holders Xxxxx Fargo in the Collateral; (vi) Liens created by operation of law or contract not securing the payment of indebtedness for money borrowed or guaranteed, including landlords’, 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 and, if overdue, for which adequate reserves have been made; (vii) any interest or title of a lessor or sublessor under any lease permitted by this Agreement; (viii) licenses (ranged on a non-exclusive basis), sublicenses, leases or subleases granted to third parties in the ordinary course of business and not interfering with the business of the Borrower Company or the Guarantors; (ix) pledges or deposits in connection with workers’ compensation, unemployment insurance and other social security legislation and deposits securing liability to insurance carriers under insurance or self-insurance arrangements; (x) deposits 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; (xi) Liens arising out of consignment or similar arrangements for the sale of goods entered into by the Borrower Company or the Guarantors in the ordinary course of business; (xii) Liens in favor of customs and revenue authorities arising as a matter of law which secure payment of customs duties in connection with the importation of Inventory in the ordinary course of business; (xiii) customary rights of setoff and bankers’ liens existing in the ordinary course of business upon deposits of the Borrower Company and the Guarantors; (xiv) precautionary Liens filed by equipment lessors pursuant to operating leases of the Borrower Company and the Guarantors; provided that no such Lien covers any property other than the property subject to such lease; (xivxv) Liens arising from any judgment against the Borrower Company or any Guarantor not constituting an Event of Default so long such Liens do not have a priority over the Lien of the Holder Representative and the Holders Xxxxx Fargo in the Collateral; and (xvi) Liens securing Indebtedness permitted by Section 7.4(fSections 5.4(f) and (g).

Other Liens; Permitted Liens. The Borrower Company shall not create, incur or suffer to exist any Lien upon any of its assets, now owned or later acquired, as security for Credit and Security Agreement WFBC/Iridex (domestic facility) any indebtedness, with the exception of the following (each a “Permitted Lien”; collectively, “Permitted Liens”): (i) in In the case of real property, covenants, restrictions, rights, easements and minor irregularities in title which do not materially interfere with the Borrower or any GuarantorCompany’s business or operationsoperations as presently conducted; (ii) Liens in existence on the date of this Agreement that are described on Schedule 7.3in Exhibit F and secure indebtedness for borrowed money permitted under Section 5.4; (iii) the The Security Interest and Liens created by the Security Documents; (iv) purchase Purchase money Liens (including any capital lease and any sale-leaseback of equipment occurring within 90 days of the acquisition of such equipment) relating to the acquisition of Equipment not exceeding the lesser of cost or fair market value, not exceeding $550,000 100,000 in the aggregate during any fiscal year, and so long as no Default Period is then in existence and none would exist immediately after giving effect to such acquisition; (v) Liens for taxes taxes, fees, assessments or other governmental charges or levies, either not yet delinquent or which are being contested in good faith by appropriate proceedings; provided, that proceedings and for which adequate reserves have been established in accordance with respect thereto are maintained by GAAP, provided the Borrower or the applicable Guarantor and such Liens do not same have a no priority over the Lien any of the Holder Representative and the Holders in the CollateralWxxxx Fargo’s security interests; (vi) Liens created by operation existing on equipment at the time of law or contract not securing its acquisition, provided that the Lien is confined solely to the property so acquired and improvements thereon, and the proceeds of such equipment; (vii) Liens to secure payment of indebtedness workers’ compensation, employment insurance, old age pensions, social security or other like obligations incurred in the ordinary course of business; (viii) Liens arising from judgments, decrees or attachments in circumstances not constituting an Event of Default under Section 6.1(h); (ix) Liens in favor of other financial institutions arising in connection with accounts at such institutions to secure standard fees for money borrowed or guaranteedservices, including landlords’, but not financing made available by such institution; (x) 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 and, if overdue, delinquent or which are being contested in good faith and by appropriate proceedings and for which Company maintains adequate reserves have been madein accordance with GAAP; (viixi) any interest or title of a lessor or sublessor under any lease permitted by this Agreement; (viii) licenses (ranged on a non-exclusive basis), sublicenses, leases or subleases and licenses or sublicenses granted to third parties others in the ordinary course of business and which do not interfering interfere in any material respect with the business operations of the Borrower Company or the Guarantors; (ix) pledges or deposits in connection with workers’ compensation, unemployment insurance and other social security legislation and deposits securing liability to insurance carriers under insurance or self-insurance arrangements; (x) deposits 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; (xi) Liens arising out of consignment or similar arrangements for the sale of goods entered into by the Borrower or the Guarantors in the ordinary course of businessany applicable Subsidiary; (xii) Liens in favor of customs and revenue authorities arising as a matter of law which to secure payment of customs duties in connection with the importation of Inventory in the ordinary course of businessgoods; and (xiii) customary rights of setoff and bankers’ liens existing Liens incurred in connection with the ordinary course of business upon deposits extension, renewal or refinancing of the Borrower and the Guarantors; (xiv) precautionary indebtedness secured by Liens filed by equipment lessors pursuant to operating leases of the Borrower and the Guarantors; provided that no such Lien covers any property other than the property subject to such lease; type described in clauses (xiv) Liens arising from any judgment against the Borrower or any Guarantor not constituting an Event of Default so long such Liens do not have a priority over the Lien of the Holder Representative and the Holders in the Collateral; (xvi) Liens securing Indebtedness permitted by Section 7.4(fii) and (g)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.

Other Liens; Permitted Liens. The Borrower Company shall not create, incur or suffer to exist any Lien upon any of its assets, now owned or later acquired, as security for Credit and Security Agreement WFBC/Iridex (Ex-Im Subfacility) any indebtedness, with the exception of the following (each a “Permitted Lien”; collectively, “Permitted Liens”): (i) in In the case of real property, covenants, restrictions, rights, easements and minor irregularities in title which do not materially interfere with the Borrower or any GuarantorCompany’s business or operationsoperations as presently conducted; (ii) Liens in existence on the date of this Agreement that are described on Schedule 7.3in Exhibit F and secure indebtedness for borrowed money permitted under Section 5.4; (iii) the The Security Interest and Liens created by the Security Documents; (iv) purchase Purchase money Liens (including any capital lease and any sale-leaseback of equipment occurring within 90 days of the acquisition of such equipment) relating to the acquisition of Equipment not exceeding the lesser of cost or fair market value, not exceeding $550,000 100,000 in the aggregate during any fiscal year, and so long as no Default Period is then in existence and none would exist immediately after giving effect to such acquisition; (v) Liens for taxes taxes, fees, assessments or other governmental charges or levies, either not yet delinquent or which are being contested in good faith by appropriate proceedings; provided, that proceedings and for which adequate reserves have been established in accordance with respect thereto are maintained by GAAP, provided the Borrower or the applicable Guarantor and such Liens do not same have a no priority over the Lien any of the Holder Representative and the Holders in the CollateralWxxxx Fargo’s security interests; (vi) Liens created by operation existing on equipment at the time of law or contract not securing its acquisition, provided that the Lien is confined solely to the property so acquired and improvements thereon, and the proceeds of such equipment; (vii) Liens to secure payment of indebtedness workers’ compensation, employment insurance, old age pensions, social security or other like obligations incurred in the ordinary course of business; (viii) Liens arising from judgments, decrees or attachments in circumstances not constituting an Event of Default under Section 6.1(h); (ix) Liens in favor of other financial institutions arising in connection with accounts at such institutions to secure standard fees for money borrowed or guaranteedservices, including landlords’, but not financing made available by such institution; (x) 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 and, if overdue, delinquent or which are being contested in good faith and by appropriate proceedings and for which Company maintains adequate reserves have been madein accordance with GAAP; (viixi) any interest or title of a lessor or sublessor under any lease permitted by this Agreement; (viii) licenses (ranged on a non-exclusive basis), sublicenses, leases or subleases and licenses or sublicenses granted to third parties others in the ordinary course of business and which do not interfering interfere in any material respect with the business operations of the Borrower Company or the Guarantors; (ix) pledges or deposits in connection with workers’ compensation, unemployment insurance and other social security legislation and deposits securing liability to insurance carriers under insurance or self-insurance arrangements; (x) deposits 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; (xi) Liens arising out of consignment or similar arrangements for the sale of goods entered into by the Borrower or the Guarantors in the ordinary course of businessany applicable Subsidiary; (xii) Liens in favor of customs and revenue authorities arising as a matter of law which to secure payment of customs duties in connection with the importation of Inventory in the ordinary course of businessgoods; and (xiii) customary rights of setoff and bankers’ liens existing Liens incurred in connection with the ordinary course of business upon deposits extension, renewal or refinancing of the Borrower and the Guarantors; (xiv) precautionary indebtedness secured by Liens filed by equipment lessors pursuant to operating leases of the Borrower and the Guarantors; provided that no such Lien covers any property other than the property subject to such lease; type described in clauses (xiv) Liens arising from any judgment against the Borrower or any Guarantor not constituting an Event of Default so long such Liens do not have a priority over the Lien of the Holder Representative and the Holders in the Collateral; (xvi) Liens securing Indebtedness permitted by Section 7.4(fii) and (g)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.