Common use of Permitted Liens; Financing Statements Clause in Contracts

Permitted Liens; Financing Statements. (a) BNC and Borrower will not, and will not permit any other Credit Party to, create, incur or suffer to exist any Lien upon or of any of its assets, now owned or hereafter acquired, to secure any indebtedness; excluding, however, from the operation of the foregoing, the following (each a “Permitted Lien”; collectively, “Permitted Liens”): (i) In the case of any of BNC’s or Borrower’s property which is not Collateral, covenants, restrictions, rights, easements and minor irregularities in title which do not materially interfere with BNC’s or Borrower’s business or operations as presently conducted; (ii) Liens in existence on the date hereof and listed in Schedule 6.3 hereto, securing indebtedness for borrowed money permitted under Section 6.4 and renewals and extensions (but not increases, refinancings, or other amendments affecting more than the extension of the term of the indebtedness) of such indebtedness; (iii) The Security Interest and Liens created by the Security Documents; and (iv) Purchase money Liens relating to the acquisition of machinery and equipment of Borrower not exceeding the lesser of cost or fair market value thereof, not exceeding $2,000,000 in the aggregate during any fiscal year, and so long as no Default Period is then in existence and none would exist immediately after such acquisition; (v) Liens imposed by law for taxes that are not yet due or are being contested in compliance with Section 6.12; (vi) carriers’, warehousemen’s, mechanics’, materialmen’s repairmen’s and other like Liens imposed by law, arising in the ordinary course of business and securing obligations that are not overdue or are being contested in compliance with Section 6.12, and in any event, no action to exercise or enforce such Lien has been commenced; (vii) pledges and deposits made in the ordinary course of business in compliance with workers’ compensation, unemployment insurance and other social security laws or regulations; and (viii) deposits to secure the performance of bids, trade contracts, leases, statutory obligations, surety and appeal bonds, performance bonds and other obligations (other than obligations for the repayment of Indebtedness, but excluding from this exception the deposit account reflected on Schedule 5.18 securing a bank guarantee issued on behalf of Amegy Bank N.A. to ICICI Bank Limited on behalf of BNC (the “Bank Guarantee”)) of like nature, in each case arising in the ordinary course of business and not being secured by the Collateral. (b) BNC and Borrower will not amend any financing statements in favor of Lender except as permitted by law. Any authorization by Lender to any Person to amend financing statements in favor of Lender shall be in writing.

Permitted Liens; Financing Statements. (a) BNC and Borrower will not, and will not permit any other Credit Party to, create, incur or suffer to exist any Lien upon or of any of its assets, now owned or hereafter acquired, to secure any indebtednessIndebtedness; excluding, however, from the operation of the foregoing, the following (each a “Permitted Lien”; collectively, “Permitted Liens”): (i) In the case of any of BNC’s or Borrower’s property which is not Collateral, covenants, restrictions, rights, easements and minor irregularities in title which do not materially interfere with BNC’s or Borrower’s business or operations as presently conducted; (ii) Liens in existence on the date hereof and listed in Schedule 6.3 hereto, 6.4 hereto securing indebtedness Indebtedness for borrowed money permitted under Section 6.4 and renewals and extensions (but not increases, refinancings, or other amendments affecting more than the extension of the term of the indebtedness) of such indebtedness6.5; (iii) The the Security Interest and Liens created by the Security Documents; and; (iv) Purchase money Liens relating to the acquisition liens of machinery and equipment of Borrower not exceeding the lesser of cost or fair market value thereofcarriers, not exceeding $2,000,000 in the aggregate during any fiscal yearwarehousemen, mechanics, materialmen, vendors, and so long as no Default Period is then in existence landlords and none would exist immediately after such acquisition; (v) Liens other similar liens imposed by law for taxes that are not yet due or are being contested in compliance with Section 6.12; (vi) carriers’, warehousemen’s, mechanics’, materialmen’s repairmen’s and other like Liens imposed by law, arising incurred in the ordinary course of business and securing obligations that are for sums not overdue or are being contested in compliance good faith, provided that adequate reserves for the payment thereof have been established in accordance with Section 6.12, and in any event, no action to exercise or enforce such Lien has been commencedGAAP; (viiv) pledges and deposits made in the ordinary course of business in compliance with under workers’ compensation, unemployment insurance and other social security laws or regulations; and (viii) deposits to secure the performance of bids, trade contractstenders, leases, statutory obligations, surety and appeal bonds, performance bonds and other obligations contracts (other than obligations for the repayment of Indebtednessborrowed money) or leases, but excluding from or to secure statutory obligations of surety or appeal bonds or to secure indemnity, performance or other similar bonds in the ordinary course business; (vi) banker’s liens and similar liens (including set-off rights) in respect of bank deposits; (vii) purchase money Liens incurred in connection with Capital Expenditures otherwise permitted pursuant to this exception Agreement; provided that such Liens attach only to the deposit account reflected on Schedule 5.18 securing a bank guarantee issued on behalf Equipment acquired thereby; (viii) Liens incurred in connection with extensions, renewals or refinancings of Amegy Bank N.A. to ICICI Bank Limited on behalf the indebtedness secured by Liens of BNC the type described above; (the “Bank Guarantee”)ix) of like natureLiens incurred in connection with leases, in each case arising subleases, licenses and sublicenses granted, in the ordinary course of Borrower’s business, to Persons not interfering in any material respect with the business of Borrower and its Subsidiaries and any interest or title of a lessee or licensee under any such lease, sublease, license or sublicense; and (x) so long as the Bond L/C has not being secured been issued, Liens on a cash of Borrower to secure the letter of credit issued by M&I Bank to the CollateralTrustee; provided, that the aggregate amount of such cash does not at any one time exceed 105% of the reimbursement obligations under such letter of credit. (b) BNC and Borrower will not amend any financing statements in favor of Lender Bank except as permitted by law. Any authorization by Lender Bank to any Person to amend financing statements in favor of Lender Bank shall be in writing.

Permitted Liens; Financing Statements. (a) BNC and Borrower will not, and The Borrowers will not permit any other Credit Party to, create, incur or suffer to exist any Lien upon or of on any of its their respective assets, now owned or hereafter acquired, to secure any indebtednessDebt; excluding, however, from the operation of the foregoing, the following (each a “Permitted Lien”; collectively, “Permitted Liens”): (i) In the case of any of BNC’s or Borrower’s property which is not Collateral, covenantsCovenants, restrictions, rights, easements and minor irregularities in title which do not materially interfere with BNC’s or Borrower’s the Borrowers’ business or operations as presently conducted; (ii) Liens in existence on the date hereof and listed in Schedule 6.3 hereto, including those securing indebtedness Debt for borrowed money permitted under Section 6.4 and renewals and extensions (but not increases, refinancings, or other amendments affecting more than the extension of the term of the indebtedness) of such indebtedness6.4; (iii) The Security Interest and Liens created by the Security Documents; and; (iv) Purchase money Liens relating to (A) Capital Expenditures permitted under Section 6.2(b) and (B) the acquisition of machinery and equipment of Borrower the Borrowers not exceeding the lesser of cost or fair market value thereof, not exceeding $2,000,000 5,000 for any one purchase or $25,000 in the aggregate during any fiscal year, and so long as no Default Period is then in existence and none would exist immediately after such acquisition; (v) Liens imposed by law for taxes that are not yet due incurred or are being contested in compliance with Section 6.12; (vi) carriers’, warehousemen’s, mechanics’, materialmen’s repairmen’s deposits and other like Liens imposed by law, arising in the ordinary course of business and securing obligations that are not overdue or are being contested in compliance with Section 6.12, and in any event, no action to exercise or enforce such Lien has been commenced; (vii) pledges and deposits made in the ordinary course of business in compliance connection with workers’ compensation, unemployment insurance and other types of social security laws benefits or regulations; and (viii) deposits to secure the performance of tenders, bids, trade contracts, leases, statutory obligations, surety and appeal bonds, performance bonds and other obligations contracts (other than obligations for the repayment of IndebtednessDebt) and other similar obligations; (vi) Mechanics’, but excluding from this exception the deposit account reflected on Schedule 5.18 securing a bank guarantee issued on behalf of Amegy Bank N.A. to ICICI Bank Limited on behalf of BNC (the “Bank Guarantee”)) of like naturematerialmen’s, in each case workmen’s, artisan’s and other non-consensual statutory Liens arising in the ordinary course of business and to the extent such Liens secure Debt (i) which is not being secured by the Collateral. overdue, or (bii) BNC and Borrower will not amend any financing statements in favor of Lender except as permitted by law. Any authorization by Lender relating to any Person to amend financing statements in favor of Lender shall be in writing.claims or liabilities which are fully insured, or

Permitted Liens; Financing Statements. (a) BNC and Borrower will not, and will not permit any other Credit Party to, create, incur or suffer to exist any Lien upon or of any of its assets, now owned or hereafter acquired, to secure any indebtednessIndebtedness; excluding, however, from the operation of the foregoing, the following (each a “Permitted Lien”; collectively, “Permitted Liens”): (i) In in the case of any of BNC’s or Borrower’s property which is not Collateral, covenants, restrictions, rights, easements and minor irregularities in title which do not materially interfere with BNC’s or Borrower’s business or operations as presently conducted; (ii) Liens in existence on the date hereof and listed in Schedule 6.3 6.4 hereto, securing indebtedness Indebtedness for borrowed money permitted under Section 6.4 and renewals and extensions (but not increases, refinancings, or other amendments affecting more than the extension of the term of the indebtedness) of such indebtedness6.5; (iii) The the Security Interest and Liens created by the Security Documents; and; (iv) Purchase money Liens relating to the acquisition liens of machinery and equipment of Borrower not exceeding the lesser of cost or fair market value thereofcarriers, not exceeding $2,000,000 in the aggregate during any fiscal yearwarehousemen, mechanics, materialmen, vendors, and so long as no Default Period is then in existence landlords and none would exist immediately after such acquisition; (v) Liens other similar liens imposed by law for taxes that are not yet due or are being contested in compliance with Section 6.12; (vi) carriers’, warehousemen’s, mechanics’, materialmen’s repairmen’s and other like Liens imposed by law, arising incurred in the ordinary course of business and securing obligations that are for sums not overdue or are being contested in compliance good faith, provided that adequate reserves for the payment thereof have been established in accordance with Section 6.12, and in any event, no action to exercise or enforce such Lien has been commencedGAAP; (viiv) pledges and deposits made in the ordinary course of business in compliance with under workers’ compensation, unemployment insurance and other social security laws or regulations; and (viii) deposits to secure the performance of bids, trade contractstenders, leases, statutory obligations, surety and appeal bonds, performance bonds and other obligations contracts (other than obligations for the repayment of Indebtednessborrowed money) or leases, but excluding from or to secure statutory obligations of surety or appeal bonds or to secure indemnity, performance or other similar bonds in the ordinary course business; (vi) banker’s liens and similar liens (including set-off rights) in respect of bank deposits; (vii) purchase money Liens incurred in connection with Capital Expenditures otherwise permitted pursuant to this exception Agreement; provided that such Liens attach only to the deposit account reflected on Schedule 5.18 securing a bank guarantee issued on behalf Equipment acquired thereby; (viii) Liens incurred in connection with extensions, renewals or refinancings of Amegy Bank N.A. to ICICI Bank Limited on behalf the indebtedness secured by Liens of BNC the type described above; (the “Bank Guarantee”)ix) of like natureLiens incurred in connection with leases, in each case arising subleases, licenses and sublicenses granted, in the ordinary course of Borrower’s business, to Persons not interfering in any material respect with the business of Borrower and its Subsidiaries and any interest or title of a lessee or licensee under any such lease, sublease, license or sublicense; and (x) Liens incurred in connection with the financing of the approximately 48,000 square foot expansion of Borrower’s facility located at 4000 X. Xxxx Xxxxxx, Xxxxxxxxx, Xxxxxxxxxx; provided that (A) the aggregate principal amount of such financing does not being secured by exceed $5,000,000, and (B) such Liens are limited to the Collateralreal property on which such Borrower’s facility is located and any improvements and fixtures affixed thereto. (b) BNC and Borrower will not amend any financing statements in favor of Lender Bank except as permitted by law. Any authorization by Lender Bank to any Person to amend financing statements in favor of Lender Bank shall be in writing.

Permitted Liens; Financing Statements. (a) BNC and Borrower will not, and will not permit any other No Credit Party to, will create, incur or suffer to exist any Lien upon or of on any of its assets, now owned or hereafter acquired, to secure any indebtedness; excluding, however, from the operation of the foregoing, the following (each a “Permitted Lien”; collectively, “Permitted Liens”): (i) In Liens securing the case promissory note of any Workstream and Workstream USA dated December 30, 2004, payable to ProAct Technologies Corp. in the original principal amount of BNC’s or Borrower’s property $1,530,000, which is not Collateral, covenants, restrictions, rights, easements the Credit Parties hereby represent and minor irregularities warrant are in title the maximum approximate remaining outstanding amount of $275,000 as of the Closing Date (but which do not materially interfere with BNC’s or Borrower’s business or operations as presently conducted; (ii) amount the Credit Parties dispute); other Liens which are in existence on the date hereof and to the extent (but only to the extent) listed in Schedule 6.3 hereto, securing indebtedness for borrowed money permitted under Section 6.4 and renewals and extensions (but not increasesall of which other Liens, refinancingsin the aggregate, or other amendments affecting more than the extension of the term of the indebtedness) of such indebtednessare immaterial; (iiiii) The Security Interest and Liens created by the Security Documents; andor otherwise in favor of the Lender; (iviii) Purchase money Liens relating to the acquisition of machinery and equipment of Borrower the Credit Parties not exceeding the lesser of cost or fair market value thereof, thereof not exceeding $2,000,000 150,000 in the aggregate during any fiscal year, and so long as no Default Period is then in existence and none would exist immediately after such acquisition; (viv) Liens imposed by law for taxes that are not yet due taxes, assessments, or are being contested in compliance with Section 6.12; (vi) carriers’similar charges, warehousemen’s, mechanics’, materialmen’s repairmen’s and other like Liens imposed by law, arising incurred in the ordinary course of business and securing obligations that are not overdue or are being contested in compliance with Section 6.12, yet due and in any event, no action to exercise or enforce such Lien has been commencedpayable; (viiv) pledges and Pledges or deposits made in the ordinary course of business to secure payment of workmen’s compensation, or to participate in compliance any fund in connection with workers’ workmen’s compensation, unemployment insurance and insurance, old-age pensions or other social security laws or regulations; andprograms; (viiivi) deposits to secure the performance Liens of bidsmechanics, trade contractsmaterialmen, leaseswarehousemen, statutory obligationscarriers, surety and appeal bondsor other like liens, performance bonds and other securing obligations (other than obligations for the repayment of Indebtedness, but excluding from this exception the deposit account reflected on Schedule 5.18 securing a bank guarantee issued on behalf of Amegy Bank N.A. to ICICI Bank Limited on behalf of BNC (the “Bank Guarantee”)) of like nature, in each case arising incurred in the ordinary course of business that are not yet due and payable; (vii) Good faith pledges or deposits made in the ordinary course of business to secure performance of bids, tenders, contracts (other than for the repayment of borrowed money) or leases, not in excess of ten percent (10%) of the aggregate amount due thereunder, or to secure statutory obligations, or surety, appeal, indemnity, performance or other similar bonds required in the ordinary course of business; (viii) Encumbrances consisting of zoning restrictions, easements or other restrictions on the use of real property, none of which materially impairs the use of such property by any Credit Party in the operation of its business, and none of which is violated in any material respect by existing or proposed structures or land use; and (ix) The following, if the validity or amount thereof is being secured contested in good faith by appropriate and lawful proceedings, so long as levy and execution thereon have been stayed and continue to be stayed and they do not, in the Collateralaggregate, materially detract from the value of the property of any Credit Party, or materially impair the use thereof in the operation of its business: (A) Claims or liens for taxes, assessments or charges due and payable and subject to interest or penalty; (B) Claims, liens and encumbrances upon, and defects or title to, real or personal property, including any attachment of personal or real property or other legal process prior to adjudication of a dispute on the merits; (C) Claims or liens of mechanics, materialmen, warehousemen, carriers, or other like liens; and (D) Adverse judgments on appeal. (b) BNC and Borrower No Credit Party will not amend any financing or registration statements in favor of the Lender except as permitted by law. Any authorization by the Lender to any Person to amend financing statements in favor of the Lender shall be in writing.

Permitted Liens; Financing Statements. (a) BNC and The Borrower will not, and will not permit any other Credit Party to, create, incur or suffer to exist any Lien upon or of any of its assets, now owned or hereafter acquired, to secure any indebtedness; excluding, however, from the operation of the foregoing, the following (each a “Permitted Lien”; collectively, “Permitted Liens”): (i) In the case of any of BNC’s or the Borrower’s property which is not Collateral, covenants, restrictions, rights, easements and minor irregularities in title which do not materially interfere with BNC’s or the Borrower’s business or operations as presently conducted; (ii) Liens in existence on the date hereof and listed in Schedule 6.3 hereto, securing indebtedness for borrowed money permitted under Section 6.4 and renewals and extensions (but not increases, refinancings, or other amendments affecting more than the extension of the term of the indebtedness) of such indebtednessthis Agreement; (iii) The Security Interest and Liens created by the Security Documents; and; (iv) Purchase money Liens relating to the acquisition of machinery and equipment of the Borrower not exceeding the lesser of cost or fair market value thereof, not exceeding $2,000,000 in the aggregate during any fiscal year, thereof and so long as no Default Period is then in existence and none would exist immediately after such acquisition; (v) Liens imposed by law for taxes, assessments or governmental charges (including without limitation, liens on Borrower’s Inventory for taxes that are arising under to 26 U.S.C. 5001 et seq.and any actual or effective substitutions or replacements thereof) not yet due delinquent or are being contested in compliance good faith and by appropriate proceedings and for which adequate reserves are maintained in accordance with Section 6.12GAAP and are held by Lender; (vi) carriers’Liens arising out of deposits in connection with workers’ compensation, warehousemen’sunemployment insurance, mechanics’old age pensions or other social security or retirement benefits legislation; (vii) rights of way, materialmen’s repairmen’s zoning restrictions, easements and other like similar encumbrances affecting real property which do not materially interfere with the use of such property; and (viii) Liens imposed by law, such as mechanics’, workers’, materialmen’s, carriers’ or other like Liens (excluding, however, any Lien in favor of a landlord) arising in the ordinary course of a Borrower’s business and securing which secure the payment of obligations that (A) which are not overdue more than 30 days past due (and if such Liens permitted under this Section 6.3(a)(viii) effect Collateral included in the Borrowing Base, reserves have been established by Lender) or (B) which are being diligently contested in compliance good faith by appropriate proceedings and for which adequate reserves are maintained in accordance with Section 6.12, GAAP and in any event, no action to exercise or enforce such Lien has been commencedare held by Lender; (vii) pledges and deposits made in the ordinary course of business in compliance with workers’ compensation, unemployment insurance and other social security laws or regulations; and (viii) deposits to secure the performance of bids, trade contracts, leases, statutory obligations, surety and appeal bonds, performance bonds and other obligations (other than obligations for the repayment of Indebtedness, but excluding from this exception the deposit account reflected on Schedule 5.18 securing a bank guarantee issued on behalf of Amegy Bank N.A. to ICICI Bank Limited on behalf of BNC (the “Bank Guarantee”)) of like nature, in each case arising in the ordinary course of business and not being secured by the Collateral. (b) BNC and The Borrower will not amend any financing statements in favor of the Lender except as permitted by law. Any authorization by Lender to any Person to amend financing statements in favor of Lender shall be in writing.

Permitted Liens; Financing Statements. (a) BNC and The Borrower will not, and will not permit any other Credit Party to, create, incur or suffer to exist any Lien upon or of any of its assets, now owned or hereafter acquired, to secure any indebtedness; excluding, however, from the operation of ------------------- the foregoing, the following (each a “Permitted Lien”; collectively, “"Permitted Liens”"): (i) In in the case of any of BNC’s or the Borrower’s 's property which is not Collateral, covenants, restrictions, rights, easements and minor irregularities in title title, and like of similar encumbrances which do not materially interfere with BNC’s or the Borrower’s 's business or operations as presently conducted; (ii) Liens in existence on the date hereof and listed in Schedule 6.3 heretohereto and any extensions thereof, ------------- securing indebtedness for borrowed money money, and Liens securing indebtedness permitted under Section 6.4 and renewals and extensions (but not increases, refinancings, or other amendments affecting more than the extension of the term of the indebtedness) of such indebtedness6.4(f); (iii) The the Security Interest and Liens created by the Security Documents; and; (iv) Purchase purchase money Liens relating to the acquisition of machinery and equipment of the Borrower not exceeding the lesser of cost or fair market value thereof, thereof not exceeding $2,000,000 50,000 for any one purchase or $300,000 in the aggregate during any fiscal year, and so long as no Default Period is then in existence and none would exist immediately after such acquisition; (v) Liens imposed by law for taxes that are not yet due or that are being contested in compliance good faith and by appropriate proceedings, in each case if adequate reserves are maintained therefor on the Borrower's books in accordance with Section 6.12GAAP; (vi) carriers’, warehousemen’s, mechanics’, materialmen’s repairmen’s and other like Liens imposed by law, arising in the ordinary course of business and securing obligations that are not overdue pledges or are being contested deposits in compliance with Section 6.12, and in any event, no action to exercise or enforce such Lien has been commenced; (vii) pledges and deposits made in the ordinary course of business in compliance connection with workers’ ' compensation, unemployment insurance and other social security laws legislation, other than any Lien imposed under ERISA; (vii) Liens relating to banker's liens, rights of set-off or regulationssimilar rights and remedies regarding deposit accounts or other funds maintained with a creditor depository institution, securing normal course amounts owing to such bank with respect to cash management and operating account arrangements; (viii) restrictions on transfers of securities imposed by applicable securities laws; (ix) Liens arising out of judgments or awards not resulting in an Event of Default and in respect of which the Borrower shall in good faith be prosecuting an appeal or proceedings for review in respect of which there is a subsisting stay of execution pending such appeal or proceedings; (x) Liens or purported Liens evidenced by the filing of precautionary UCC financing statements relating solely to ordinary course operating leases of personal property permitted hereunder; and (viiixi) deposits Liens securing purchase money indebtedness for inventory up to secure $1,500,000 as permitted under Section 6.4(d) as long as such Lien is (1) limited to just the performance inventory and not the proceeds therefrom, and (2) is automatically released upon any sale of bidsthe related inventory, trade contracts, leases, statutory obligations, surety in whole or in part (except the foregoing sections (1) and appeal bonds, performance bonds and other obligations (other than obligations for 2) shall not apply to the repayment Lien of Indebtednessthe Installment Purchase Agreement with Xxxxxx Healthcare Corporation existing as of the date hereof, but excluding from this exception only with respect to inventory sold to Borrower pursuant to such Purchase Agreement prior to the deposit account reflected on Schedule 5.18 securing a bank guarantee issued on behalf of Amegy Bank N.A. to ICICI Bank Limited on behalf of BNC (the “Bank Guarantee”date hereof)) of like nature, in each case arising in the ordinary course of business and not being secured by the Collateral. (b) BNC and The Borrower will not amend any financing statements in favor of the Lender except as permitted by law. Any authorization by the Lender to any Person to amend financing statements in favor of the Lender shall be in writing.

Permitted Liens; Financing Statements. (a) BNC and Borrower will not, and will not permit any other No Credit Party to, will create, incur or suffer to exist any Lien upon or of on any of its assets, now owned or hereafter acquired, to secure any indebtedness; excluding, however, from the operation of the foregoing, the following (each a “Permitted Lien”; collectively, “Permitted Liens”): (i) In Liens securing the case promissory note of any Workstream and Workstream USA dated December 30, 2004, payable to ProAct Technologies Corp. in the original principal amount of BNC’s or Borrower’s property $1,530,000, which is not Collateral, covenants, restrictions, rights, easements the Credit Parties hereby represent and minor irregularities warrant are in title the maximum approximate remaining outstanding amount of $275,000 as of the Amendment Closing Date (but which do not materially interfere with BNC’s or Borrower’s business or operations as presently conducted; (ii) amount the Credit Parties dispute); other Liens which are in existence on the date hereof and to the extent (but only to the extent) listed in Schedule 6.3 hereto, securing indebtedness for borrowed money permitted under Section 6.4 and renewals and extensions (but not increasesall of which other Liens, refinancingsin the aggregate, or other amendments affecting more than the extension of the term of the indebtedness) of such indebtednessare immaterial; (iiiii) The Security Interest and Liens created by the Security Documents; andor otherwise in favor of the Lender; (iviii) Purchase money Liens relating to the acquisition of machinery and equipment of Borrower the Credit Parties not exceeding the lesser of cost or fair market value thereof, thereof not exceeding $2,000,000 150,000 in the aggregate during any fiscal year, and so long as no Default Period is then in existence and none would exist immediately after such acquisition; (viv) Liens imposed by law for taxes that are not yet due taxes, assessments, or are being contested in compliance with Section 6.12; (vi) carriers’similar charges, warehousemen’s, mechanics’, materialmen’s repairmen’s and other like Liens imposed by law, arising incurred in the ordinary course of business and securing obligations that are not overdue or are being contested in compliance with Section 6.12, yet due and in any event, no action to exercise or enforce such Lien has been commencedpayable; (viiv) pledges and Pledges or deposits made in the ordinary course of business to secure payment of workmen’s compensation, or to participate in compliance any fund in connection with workers’ workmen’s compensation, unemployment insurance and insurance, old-age pensions or other social security laws or regulations; andprograms; (viiivi) deposits to secure the performance Liens of bidsmechanics, trade contractsmaterialmen, leaseswarehousemen, statutory obligationscarriers, surety and appeal bondsor other like liens, performance bonds and other securing obligations (other than obligations for the repayment of Indebtedness, but excluding from this exception the deposit account reflected on Schedule 5.18 securing a bank guarantee issued on behalf of Amegy Bank N.A. to ICICI Bank Limited on behalf of BNC (the “Bank Guarantee”)) of like nature, in each case arising incurred in the ordinary course of business that are not yet due and payable; (vii) Good faith pledges or deposits made in the ordinary course of business to secure performance of bids, tenders, contracts (other than for the repayment of borrowed money) or leases, not in excess of ten percent (10%) of the aggregate amount due thereunder, or to secure statutory obligations, or surety, appeal, indemnity, performance or other similar bonds required in the ordinary course of business; (viii) Encumbrances consisting of zoning restrictions, easements or other restrictions on the use of real property, none of which materially impairs the use of such property by any Credit Party in the operation of its business, and none of which is violated in any material respect by existing or proposed structures or land use; and (ix) The following, if the validity or amount thereof is being secured contested in good faith by appropriate and lawful proceedings, so long as levy and execution thereon have been stayed and continue to be stayed and they do not, in the Collateralaggregate, materially detract from the value of the property of any Credit Party, or materially impair the use thereof in the operation of its business: (A) Claims or liens for taxes, assessments or charges due and payable and subject to interest or penalty; (B) Claims, liens and encumbrances upon, and defects or title to, real or personal property, including any attachment of personal or real property or other legal process prior to adjudication of a dispute on the merits; (C) Claims or liens of mechanics, materialmen, warehousemen, carriers, or other like liens; and (D) Adverse judgments on appeal. (b) BNC and Borrower No Credit Party will not amend any financing or registration statements in favor of the Lender except as permitted by law. Any authorization by the Lender to any Person to amend financing statements in favor of the Lender shall be in writing.