Permitted Property Encumbrances definition

Permitted Property Encumbrances has the meaning set forth in Section 3.2(o)(i).

Permitted Property Encumbrances means, collectively:

Permitted Property Encumbrances means (i) the Encumbrances set out in the Accounts or Schedule 21, (ii) security interests for Taxes and other governmental charges which are not due and payable or which may be paid without penalty, (iii) zoning, entitlement or other land use regulations that do not adversely impact in any material respect the use of the Property for the business purposes conducted by the Group thereon at Closing, (iv) easements, quasi-easements, licenses, covenants, rights-of-way, rights of re-entry or other restrictions, including any other agreements, conditions or restrictions that would be shown by a current title report or other similar report or listing or, in the UK, any overriding interest, which do not underlie any buildings or improvements composing any portion of the Properties and which do not adversely impact in any material respect the use of the Properties for the business purposes conducted by the Group thereon as of the Closing Date and (v) any reasonable conditions that may be shown by a current survey or physical inspection of the Properties, which do not adversely impact in any material respect the use of such Properties for the business purposes conducted by the Group thereon at Closing.

Examples of Permitted Property Encumbrances in a sentence

• The Company shall not, nor shall it permit any Subsidiary to, directly or indirectly, create, incur, assume or suffer to exist any Lien on (i) any Unencumbered Eligible Property other than Permitted Property Encumbrances, (ii) any Equity Interest of any Unencumbered Property Subsidiary other than Permitted Equity Encumbrances or (iii) any income from or proceeds of any of the foregoing.

• Create, incur, assume or suffer to exist any Lien on (i) any Unencumbered Property other than Permitted Property Encumbrances, (ii) any Equity Interest of any Owner of any Unencumbered Property other than Permitted Equity Encumbrances or (iii) any income from or proceeds of any of the foregoing; or sign, file or authorize under the Uniform Commercial Code of any jurisdiction a financing statement that includes in its collateral description any portion of any Unencumbered Property.

• The provisions of the Collateral Documents are effective to create in favor of the Administrative Agent for the benefit of the Secured Parties a legal, valid and enforceable first priority Lien (subject to Permitted Property Encumbrances and Permitted Equity Encumbrances, as applicable) on all right, title and interest of the respective Grantors in the Collateral described therein.

• Create, incur, assume or suffer to exist any Lien or Negative Pledge upon (a) any Qualified Unencumbered Property or the right to receive any income therefrom or proceeds thereof, in each case, other than Permitted Property Encumbrances or (b) any Equity Interest of the Borrower, any Subsidiary Guarantor and any other Direct Owner or Indirect Owner of any Qualified Unencumbered Property or the right to receive any income therefrom or proceeds thereof, in each case, other than Permitted Equity Encumbrances.

• The provisions of the Collateral Documents are effective to create in favor of the Administrative Agent for the benefit of the Secured Parties a legal, valid and enforceable first priority Lien (subject to Permitted Equity Encumbrances and Permitted Property Encumbrances) on all right, title and interest of the respective Loan Parties in the Collateral described therein.

More Definitions of Permitted Property Encumbrances

Permitted Property Encumbrances means each of the following: (i) statutory liens for current Taxes not yet due and payable; (ii) mechanics', carriers', workers', materialmen's, warehousemen's and similar Encumbrances against a Premises arising or incurred in the ordinary course of the business consistent with past practice for sums not due and payable or payments which are being contested in good faith by appropriate proceedings and which would not, and would not reasonably be expected to, individually or in the aggregate, materially detract from the use, operation or value of such Premises; (iii) with respect to any Leased Premises, the Encumbrances contained in the corresponding Lease and any Encumbrance on the title of the fee owner; (iv) local, state and federal laws, ordinances or governmental regulations including but not limited to, building and zoning laws, ordinances and regulations now or hereafter in effect relating to the Premises; (v) zoning restrictions, easements, rights-of-way, encroachments and other similar restrictions on use that do not materially detract from the value of, or interfere with the ordinary conduct of the business conducted or proposed to be conducted at, the property affected by such Encumbrances; and (vi) Encumbrances disclosed in SECTION 3.16(a) OF SELLER PARTIES DISCLOSURE SCHEDULE.

Permitted Property Encumbrances means the encumbrances listed in Schedule 1.01(c).

Permitted Property Encumbrances means, with respect to Real Property, any of the following:

Permitted Property Encumbrances means the Encumbrances created by:

Permitted Property Encumbrances means, with respect to Real Property, any of the following: (i) liens for Taxes or other assessments or charges by any Governmental Body that are not yet due and payable, or being contested in good faith and by appropriate proceedings; (ii) mechanics', carriers', workers', materialmen's, warehousemen's and similar liens arising or incurred in the ordinary course of business (x) for sums not due and payable; or (y) which are being contested in good faith by appropriate proceedings; (iii) (A) with respect to Real Property included in the Transferred OSi Assets, Encumbrances set forth on SCHEDULE 3.7(B)(II) or SCHEDULE 3.7(B)(IV); and (B) with respect to Real Property included in the Transferred SC Assets, Encumbrances set forth on SCHEDULE 4.7(B)(II) or SCHEDULE 4.7(B)(IV); (iv) any state of facts disclosed on a survey or that is observable by physical inspection which would not, individually or in the aggregate, reasonably be expected to have a material effect on any Real Property; (v) zoning, building and other similar restrictions imposed by any applicable Law; or (vi) any other Encumbrance (excluding monetary liens, but excepting therefrom the liens provided for in (i) and (ii) above) that, individually or in the aggregate, would not reasonably be expected to materially interfere with the conduct of the OSi Business or the SC Business, as applicable, or with the use of each Real Property.

Permitted Property Encumbrances means (i) all defects, exceptions, restrictions, easements, rights of way, covenants, conditions, exclusions, encumbrances and other similar matters, whether or not are matters of record or may be shown or disclosed by an inspection, survey or title report or other similar report, provided, that none of the matters set forth in this clause (i) has had, or would reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect; (ii) statutory liens for current Taxes, assessments or other governmental charges not yet delinquent or the amount or validity of which is being contested in good faith; (iii) mechanics’, carriers’, workers’, repairers’, landlords’ and similar liens arising or incurred in the ordinary course of business or the amount or validity of which is being contested in good faith; (iv) zoning, building codes, entitlement and other land use and environmental regulations by any Governmental Authority; (v) title of a lessor under a capital or operating lease; (vi) such other imperfections in title, charges, easements, rights of way, restrictions, covenants, conditions, defects, exceptions and encumbrances that do not materially and adversely impact the current use of the affected property; (vii) purchase money liens and liens securing rental payments under capital lease arrangements; (viii) Encumbrances arising under worker’s compensation, unemployment insurance, social security, retirement and similar legislation; (ix) Encumbrances created by any of the Transaction Documents; (x) Encumbrances created by or at the direction of the Buyer or any of its Affiliates; and (xi) any Encumbrances specifically reflected in the Company Financial Statements.

Permitted Property Encumbrances means: (a) Liens for Taxes, assessments or other governmental charges not yet delinquent or which are being contested in good faith by appropriate proceedings promptly instituted and diligently conducted in accordance with the terms hereof; (b) statutory liens of carriers, warehousemen, mechanics, materialmen and other similar liens imposed by law, which are incurred in the ordinary course of business for sums not more than ninety (90) days delinquent or which are being contested in good faith in accordance with the terms hereof; (c) utility deposits and other deposits or pledges to secure the performance of bids, trade contracts (other than for borrowed money), leases, purchase contracts, construction contracts, governmental contracts, statutory obligations, surety bonds, performance bonds and other obligations of a like nature incurred in the ordinary course of business; (d) easements (including reciprocal easement agreements and utility agreements), rights-of-way, zoning restrictions, other covenants, reservations, encroachments, leases, licenses or similar charges or encumbrances (whether or not recorded) and all other items listed on any Schedule B to the Borrower’s owner’s title insurance policies, except in connection with any Indebtedness, for any of the Borrower’s Real Property Assets, so long as the foregoing do not interfere in any material respect with the use or ordinary conduct of the business of the Borrower and do not diminish in any material respect the value of the property to which such Lien is attached; (e)