Common use of Prohibition on Liens Clause in Contracts

Prohibition on Liens. The Company shall not, and shall not permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of the Company or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC or under any similar recording or notice statute, except: 1. Permitted Liens; 2. Liens with respect to Capital Leases and Liens on any asset existing at the time of acquisition of such asset by the Company or a Subsidiary, or Liens to secure the payment of all or any part of the purchase price of an asset upon the acquisition of such asset by the Company or a Subsidiary or to secure any Indebtedness permitted hereby incurred by the Company or a Subsidiary at the time of the acquisition of such asset, which Indebtedness is incurred for the sole purpose of financing all or any part of the purchase price thereof (and does not exceed such purchase price); provided, however, that the Lien shall apply only to the asset so acquired and proceeds thereof and shall not apply to any Collateral; and provided further, that all such Liens do not in the aggregate secure Indebtedness in a principal amount in excess of $25,000,000 at any time outstanding; and 3. Liens described in Schedule 5.12 annexed hereto.

Prohibition on Liens. The Company shall not, and shall not permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of the Company or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC or under any similar recording or notice statute, except: 1. (i) Permitted LiensEncumbrances; 2. Liens with respect to Capital Leases and (ii) Liens on any asset existing at the time of acquisition of such asset by the Company or a SubsidiarySubsidiary of Company, or Liens to secure the payment of all or any part of the purchase price of an asset upon the acquisition of such asset by the Company or a Subsidiary of Company or to secure any Indebtedness permitted hereby by subsection 7.1(iii) incurred by the Company or a Subsidiary of Company at the time of or within ninety days after the acquisition of such asset, which Indebtedness is incurred for the sole purpose of financing all or any part of the purchase price thereof (and does not exceed such purchase price)thereof; provided, however, that the Lien shall apply only to the asset so acquired and proceeds thereof and shall not apply to any Collateral; and provided further, that all such Liens do not in the aggregate secure Indebtedness in a principal amount in excess of $25,000,000 at any time outstandingthereof; and 3. (iii) Liens described in set forth on Schedule 5.12 7.2 annexed hereto.

Prohibition on Liens. The Company Each of Parent and Borrower shall not, and shall not permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of the Company Parent, Borrower or any of its Subsidiariessuch Subsidiary, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC or under any similar recording or notice statute, except: 1. (i) Permitted LiensEncumbrances; 2. Liens with respect to Capital Leases and (ii) Liens on any asset existing at the time of acquisition of such asset by the Company Borrower or a Subsidiary, or Liens to secure the payment of all or any part of the purchase price of an asset upon the acquisition of such asset by the Company Borrower or a Subsidiary or to secure any Indebtedness permitted hereby incurred by the Company Borrower or a Subsidiary at the time of or within ninety days after the acquisition of such asset, which Indebtedness is incurred for the sole purpose of financing all or any part of the purchase price thereof (and does not exceed such purchase price)thereof; provided, however, that the Lien shall apply only to the asset so acquired and proceeds thereof and shall not apply to any Collateralthereof; and provided provided, further, that all such Liens do not in the aggregate secure Indebtedness in a principal amount in excess of $25,000,000 at any time; (iii) Liens existing on the Restatement Date and described in Schedule 7.2 annexed hereto; (iv) Other Liens securing Indebtedness in an aggregate amount not to exceed $10,000,000 at any time outstanding; and 3. (v) Liens described in Schedule 5.12 annexed heretoon assets of Foreign Subsidiaries securing Indebtedness permitted pursuant to subsection 7.1(vii).

Prohibition on Liens. The Company shall not, and shall not permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of the Company or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC or under any similar recording or notice statute, except: 1. (i) Permitted LiensEncumbrances; 2. Liens with respect to Capital Leases and (ii) Liens on any asset existing at the time of acquisition of such asset by the Company or a Subsidiary, or Liens to secure the payment of all or any part of the purchase price of an asset upon the acquisition of such asset by the Company or a Subsidiary or to secure any Indebtedness permitted hereby by subsection 7.1(iii) incurred by the Company or a Subsidiary at the time of or with ninety days after the acquisition of such asset, which Indebtedness is incurred for the sole purpose of financing all or any part of the purchase price thereof (and does not exceed such purchase price)thereof; provided, however, that the Lien such Liens shall apply only to the asset so acquired and proceeds thereof and shall not apply to any Collateralthereof; (iii) Liens described in Schedule 7.2 annexed hereto; and and (iv) Liens against assets of Foreign Subsidiaries securing Indebtedness of Foreign Subsidiaries permitted by subsection 7.1(vi); provided further, that all such Liens do not in the aggregate secure Indebtedness in a principal amount in excess of $25,000,000 at attach to any time outstanding; and 3. Liens described in Schedule 5.12 annexed heretoCollateral.

Prohibition on Liens. The Company Parent and Issuer shall not, and shall not permit any of its their respective Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of the Company Parent, Issuer or any of its their respective Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC or under any similar recording or notice statute, except: 1. Permitted Liens; 2. Liens with respect to Capital Leases and Liens on any asset existing at the time of acquisition of such asset by the Company or a SubsidiarySubsidiary of the Company (provided that no such Lien shall secure any Indebtedness incurred in contemplation of such acquisition or constituting (x) a refinancing, extension or replacement of Indebtedness existing at the time of acquisition of such asset or (y) an increase in the principal amount of Indebtedness existing at the time of acquisition of such asset except to the extent such increase was contemplated pursuant to commitments existing under the agreement evidencing such Indebtedness at the time of such acquisition), or Liens to secure the payment of all or any part of the purchase price of an asset upon the acquisition of such asset by the Company or a Subsidiary of the Company or to secure any Indebtedness permitted hereby incurred by the Company or a Subsidiary of the Company at the time of the acquisition of such asset, which Indebtedness is incurred for the sole purpose of financing all or any part of the purchase price thereof (and does not exceed such purchase price); provided, however, that the Lien shall apply only to the asset so acquired and proceeds thereof and shall not apply to any Collateral; and provided further, that all such Liens do not in the aggregate secure Indebtedness in a principal amount in excess of $25,000,000 at any time outstanding; and 3. Liens described in Schedule 5.12 annexed hereto.;

Prohibition on Liens. The Company Parent shall not, and shall not permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of the Company Parent or any of its Subsidiaries, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC or under any similar recording or notice statute, except: 1. Permitted Liens; 2. Liens with respect to Capital Leases and Liens on any asset existing at the time of acquisition of such asset by the Company or a SubsidiarySubsidiary of the Company (provided that no such Lien shall secure any Indebtedness incurred in contemplation of such acquisition or constituting (x) a refinancing, extension or replacement of Indebtedness existing at the time of acquisition of such asset or (y) an increase in the principal amount of Indebtedness existing at the time of acquisition of such asset except to the extent such increase was contemplated pursuant to commitments existing under the agreement evidencing such Indebtedness at the time of such acquisition), or Liens to secure the payment of all or any part of the purchase price of an asset upon the acquisition of such asset by the Company or a Subsidiary of the Company or to secure any Indebtedness permitted hereby incurred by the Company or a Subsidiary of the Company at the time of the acquisition of such asset, which Indebtedness is incurred for the sole purpose of financing all or any part of the purchase price thereof (and does not exceed such purchase price); provided, however, that the Lien shall apply only to the asset so acquired and proceeds thereof and shall not apply to any Collateral; and provided further, that all such Liens do not in the aggregate secure Indebtedness in a principal amount in excess of $25,000,000 100,000 at any time outstanding; and 3. with respect to Parent and its Subsidiaries Liens described in Schedule 5.12 annexed hereto.;

Prohibition on Liens. The Company Each of Parent and Borrower shall not, and shall not permit any of its Subsidiaries to, directly or indirectly, create, incur, assume or permit to exist any Lien on or with respect to any property or asset of any kind (including any document or instrument in respect of goods or accounts receivable) of the Company Parent, Borrower or any of its Subsidiariessuch Subsidiary, whether now owned or hereafter acquired, or any income or profits therefrom, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the UCC or under any similar recording or notice statute, except: 1. (i) Permitted LiensEncumbrances; 2. Liens with respect to Capital Leases and (ii) Liens on any asset existing at the time of acquisition of such asset by the Company Borrower or a Subsidiary, or Liens to secure the payment of all or any part of the purchase price of an asset upon the acquisition of such asset by the Company Borrower or a Subsidiary or to secure any Indebtedness permitted hereby incurred by the Company Borrower or a Subsidiary at the time of or within ninety days after the acquisition of such asset, which Indebtedness is incurred for the sole purpose of financing all or any part of the purchase price thereof (and does not exceed such purchase price)thereof; provided, however, that the Lien shall apply only to the asset so acquired and proceeds thereof and shall not apply to any Collateralthereof; and provided provided, further, that all such Liens do not in the aggregate secure Indebtedness in a principal amount in excess of $25,000,000 at any time; (iii) Liens existing on the Restatement Date and described in Schedule 7.2 annexed hereto; (iv) Other Liens securing Indebtedness in an aggregate amount not to exceed $15,000,000 at any time outstanding; and 3. (v) Liens described in Schedule 5.12 annexed heretoon assets of Foreign Subsidiaries securing Indebtedness permitted pursuant to subsection 7.1(vii).