Liens securing Indebtedness of the Borrower to a Subsidiary or of a Subsidiary to the Borrower or another Subsidiary.
Liens securing Indebtedness or other obligations of a Borrower or a Guarantor owing to a Borrower or another Guarantor permitted to be incurred in accordance with Section 7.01;
Liens securing Indebtedness of the Borrower or any other Subsidiary incurred to finance or refinance the acquisition, construction or improvement of fixed or capital assets (including, without limitation, Capital Lease Obligations), provided that (i) such Liens shall be created (A) substantially simultaneously with the acquisition of such fixed or capital assets or (B) subsequent thereto to the extent securing financing that replaces or refinances the previous funding or financing for such acquisition, construction or improvement, (ii) such Liens do not at any time encumber any property other than the property financed by such Indebtedness and (iii) the aggregate amount secured by any such Liens is in customary proportion to the value of the assets subject to such lien, as reasonably determined in good faith by the Borrower;
Liens securing Indebtedness of a Person existing at the time such Person becomes a Subsidiary of Borrower or is merged with or into Borrower or a Subsidiary of Borrower and Liens on assets or properties at the time of acquisition thereof, provided that such Liens were in existence prior to the date of such acquisition, merger or consolidation, were not incurred in anticipation thereof and do not extend to any other assets (and any renewals, extensions and refinancings, but not increases of the principal amount of such Indebtedness except by an amount no greater than accrued and unpaid interest in respect of such Indebtedness and any fees, premiums and expenses relating to such renewal, extension or refinancing); (i) Liens securing seller financing incurred in connection with the acquisition of an asset, provided that such Lien is incurred at the time of such acquisition and such Lien encumbers only the asset so acquired (and any renewals, extensions and refinancings, but not increases or refundings, of such Indebtedness); (j) Liens securing land deposits from third parties; (k) Liens pursuant to any Loan Document; (l) Liens against the Equity Interests held by Borrower or any of its Subsidiaries in a (x) joint venture securing (i) Indebtedness of such joint venture or (ii) obligations owing to any joint venture partner or (y) Subsidiary securing Indebtedness of such Subsidiary and is otherwise non-recourse to the Borrower or any other Subsidiary (other than customary “bad boy” Guarantees); (m) Liens (i) arising pursuant to vexatious, frivolous or meritless claims, suits, actions or filings, or other similar bad faith actions, taken by a Person not an Affiliate of Borrower; provided that a Loan Party is disputing such Lien in good faith by appropriate proceedings and such Lien is released within ninety (90) days of the date such Lien arose or (ii) securing judgments to the extent not constituting an Event of Default pursuant to Section 8.01(h); (n) Liens securing Swap Obligations arising in the ordinary course of business and not for speculative purposes; (o) Liens arising by virtue of any statutory or common law provisions relating to banker’s Liens, rights of setoff or similar rights as to deposit accounts or other funds maintained with a creditor depository institution; (p) (i) Liens securing obligations (not constituting Indebtedness) to third parties, in connection with joint development agreements with such third parties, to perform and/or pay for or reimburse the costs of const...
Liens securing Indebtedness of the Borrower or any Subsidiary of the Borrower provided the aggregate amount of such Indebtedness does not exceed 20% of Total Capitalization;
Liens securing Indebtedness or other Payment Obligations of a Restricted Subsidiary owing to the Borrower or another Restricted Subsidiary;
Liens securing Indebtedness or other obligations of a Restricted Subsidiary owing to the Company or a Restricted Subsidiary (other than a Receivables Subsidiary);
Liens securing Indebtedness or other obligations of a Restricted Subsidiary owing to the Issuer, Holdings or another Restricted Subsidiary; -22- (12) Liens securing Hedging Obligations; (13) Liens on specific items of inventory or other goods and proceeds of any K]jkgf k][mjaf_ km[` K]jkgfzk gZda_Ylagfk af j]kh][l g^ ZYfc]jkz Y[[]hlYf[]k* ZYfc guarantees or trade letters of credit issued or created for the account of such Person to facilitate the purchase, shipment or storage of such inventory or other goods; (14) leases, subleases, licenses or sublicenses, grants or permits (including of intellectual property and software); (15) Liens arising from Uniform Commercial Code (or equivalent statute or equivalent filings, registrations or agreements in foreign jurisdictions) financing statement filings regarding leases, accounts or consignments not prohibited by this Indenture; (16) Liens in favor of the Issuer or any Guarantor; (17) Liens on equipment of the Issuer or any of its Restricted Subsidiaries granted in the ordinary course of business; (18) Liens to secure any refinancing, refunding, extension, renewal or replacement (or successive refinancing, refunding, extensions, renewals or replacements) as a whole, or in part, of any Indebtedness secured by any Xxxx referred to in the foregoing clauses (6), (7), (8), (9) and (10), this clause (18) and clauses (29) and (30) below; provided that (a) such new Lien shall be limited to all or part of the same property and assets that secured the original Lien (plus any replacements of such property or assets and additions and accessions thereto, after-acquired property subject to such Liens, and the proceeds and the products thereof and customary security deposits in respect thereof), and (b) the Indebtedness secured by such Lien at such time is not increased to any amount greater than the sum of (i) the outstanding principal amount of the Indebtedness (including any Increased Amount) at the time of such refinancing, refunding, extension, renewal or replacement, and (ii) an amount necessary to pay any costs, fees and expenses, including premiums, tender offer premiums and consent payments, and accrued and unpaid interest related to such refinancing, refunding, extension, renewal or replacement; (19) deposits made in the ordinary course of business to secure liability to insurance carriers; (20) Liens securing judgments for the payment of money not constituting an Event of Default under Section 6.01(a)(5); (21) Liens in favor of customs and rev...
Liens securing Indebtedness. The Issuer will not, nor will it permit any of its Subsidiaries to, create, assume, incur or suffer to exist any Liens upon any of its property or assets (including Capital Stock of any Subsidiary), whether owned on the date of this Indenture or thereafter acquired, to secure any Indebtedness of the Issuer or any other Person (other than the Notes), without in any such case making effective provisions whereby all of the outstanding Notes are secured equally and ratably with, or prior to, such Indebtedness for so long as such Indebtedness is so secured. Notwithstanding the foregoing, under this Indenture, the Issuer may, and may permit any of its Subsidiaries to, create, assume, incur, or suffer to exist without securing the Notes (a) any Permitted Lien, (b) any Lien upon any property or assets (including Capital Stock of any Subsidiary) to secure Indebtedness of the Issuer or any other Person, provided that the aggregate principal amount of all Indebtedness then outstanding secured by such Lien and all similar Liens under this clause (b), does not exceed the greater of $1.5 billion and 15% of Consolidated Net Tangible Assets, determined at the time of incurrence of such Indebtedness, or (c) any Lien upon any property or assets (including Capital Stock of any Subsidiary) that were not owned by the Issuer or any of its Subsidiaries on the date of this Indenture and that are owned by a Subsidiary of the Issuer formed or acquired after the date of this Indenture (an “Excluded Subsidiary”), provided that such Liens under this clause (c) do not extend to assets other than those of the Excluded Subsidiary.
Liens securing Indebtedness. (a) of any Material Subsidiary owed to the Borrower, any Subsidiary or any Excluded Subsidiary or (b) incurred or assumed to finance the acquisition, construction or improvement of any asset, including, without limitation, purchase money Liens and Liens evidencing equipment financings and equipment leases;
