Common use of Mortgages and Pledges Clause in Contracts

Mortgages and Pledges. Section 6.1 of the Loan Agreement is hereby deleted in its entirety and the following is inserted in full substitution thereof: Section 6.1 Mortgages and Pledges. Create, incur, assume or suffer to exist any mortgage, pledge, lien or other material encumbrance of any kind upon, or any security interest in, any of its property or assets ("Lien"), whether now owned or hereafter acquired, except (a) Liens for taxes not delinquent or being contested in good faith and by appropriate proceedings, (b) Liens in connection with worker's compensation, unemployment insurance or other social security obligations, (c) deposits or pledges to secure bids, tenders, contracts (other than contracts for the payment of money), leases, statutory obligations, surety and appeal bonds and other obligations of like nature arising in the ordinary course of business, (d) mechanics', worker's, materialmen's, landlords', carriers', or other like Liens arising in the ordinary course of business with respect to obligations which are not due or which are being contested in good faith, and which do not violate the terms of the Deed of Trust, (e) any Lien created in connection with the refinancing of indebtedness in existence on the date hereof and any Liens securing any extension, renewal or replacement of obligations secured by any such Lien, (f) the assumption of any Lien in any property hereafter acquired by virtue of any Acquisition, existing at the time of such Acquisition; provided, however, that (i) the indebtedness secured by any such Lien so created, assumed or existing shall not exceed the fair market value of the property covered thereby to the entity acquiring the same, (ii) each such Lien shall attach only to the property so acquired, (iii) that such Lien interest shall not secure any working capital indebtedness, (g) any purchase money mortgage, or purchase money security interest in any property, or interest therein created or assumed

Mortgages and Pledges. Section 6.1 of the Loan Agreement is hereby deleted in its entirety and the following is inserted in full substitution thereof: Section 6.1 Mortgages and Pledges. Create, incur, assume assume, or suffer to --------------------- exist any mortgage, pledge, lien or other material encumbrance of any kind upon, or any security interest in, Lien upon any of its property or assets ("Lien")other than Unrestricted Margin Stock, whether now owned or hereafter acquired, except or permit any Subsidiary so to do, except: (a) Liens existing at the date of this Agreement and securing Debt outstanding on the date of this Agreement and listed on Schedule 7.2 attached ------------ hereto; (b) Liens securing Debt owing by any Subsidiary to the Borrower or to another Subsidiary which is wholly-owned; (c) Liens on assets of any corporation existing at the time such corporation becomes a Subsidiary; (d) Liens on assets existing at the time of acquisition thereof; provided that such Lien shall not extend to any other property of the Borrower -------- or a Subsidiary; (e) Liens to secure indebtedness incurred or guaranteed by the Borrower or a Subsidiary to finance the purchase price of land, buildings or equipment or improvements to or construction of land, buildings or equipment, which indebtedness is incurred or guaranteed prior to, at the time of, or within one hundred eighty (180) days after such acquisition (or in the case of real property, completion of such improvement or construction or commencement of full operation of such property, whichever is later); provided that such Lien shall -------- extend only to the asset to be acquired or improved with such financing; (f) Liens on any assets of a corporation existing at the time such corporation is merged into or consolidated with the Borrower or a Subsidiary; provided that such Lien shall not extend to any other property of the Borrower -------- or a Subsidiary; (g) any extension, renewal or replacement (or successive extensions, renewals or replacements) in whole or in part, of any lien referred to in the foregoing paragraphs (a) to (f), inclusive; (h) Liens for property taxes and assessments or governmental charges or levies and liens securing claims or demands of mechanics, suppliers, carriers, landlords and other like Persons, provided that payment thereof is not delinquent -------- at the time required by Section 6.3; (i) Liens incurred or deposits made in the ordinary course of business in connection with worker's compensation, unemployment insurance, social security and other like laws, or to secure the performance of letters of credit, bids, sales contracts, leases, statutory obligations, surety, appeal and performance bonds and other similar obligations, in each case not incurred in connection with the borrowing of money, the obtaining of advances or the payment of the deferred purchase price of property; (j) attachment, judgment and other similar Liens arising in connection with court proceedings, provided that execution and other enforcement -------- of such liens are effectively stayed and all claims which the Liens secure are being actively contested in good faith and by appropriate proceedings, ; (bk) Liens in connection with worker's compensation, unemployment insurance or other social security obligations, (c) deposits or pledges to secure bids, tenders, contracts (other than contracts for the payment of money), leases, statutory obligations, surety and appeal bonds and other obligations of like nature arising in the ordinary course of business, (d) mechanics', worker's, materialmen's, landlords', carriers', or other like Liens arising in the ordinary course of the business with respect or incidental to obligations the conduct of such business or the ownership of the assets of the Borrower or any Subsidiary which are not due Liens arise out of transactions involving the sale or which are being contested in good faith, purchase of goods or services and which do not violate not, in the terms opinion of the Deed of TrustAdministrative Agent, (e) any Lien created in connection with materially impair the refinancing of indebtedness in existence on the date hereof and any Liens securing any extension, renewal or replacement of obligations secured by any such Lien, (f) the assumption of any Lien in any property hereafter acquired by virtue of any Acquisition, existing at the time use of such Acquisition; provided, however, that assets in the operations of the business of the Borrower or such Subsidiary; (l) Liens other than those described in clauses (a) through (k) above provided the sum of (i) the indebtedness aggregate principal amount secured by thereby at any such Lien so created, assumed or existing shall time outstanding does not exceed the fair market value of the property covered thereby One Million Dollars ($1,000,000); and (m) Liens to the entity acquiring the same, (ii) each such Lien shall attach only to the property so acquired, (iii) that such Lien interest shall not secure any working capital indebtedness, Funded Debt incurred or maintained by the Borrower arising out of any swap agreement (gas defined in 11 U.S.C. 101) or under any purchase money mortgage, or purchase money security interest in any property, or interest therein created or assumedforeign exchange contact and permitted under Section 7.1(g) of this Agreement.

Mortgages and Pledges. Section 6.1 of the Loan Agreement is hereby deleted in its entirety and the following is inserted in full substitution thereof: Section 6.1 Mortgages and Pledges. Create, incur, assume assume, or suffer to exist any mortgage, pledge, lien or other material encumbrance of any kind upon, or any security interest in, Lien upon any of its property or assets ("Lien")other than Unrestricted Margin Stock, whether now owned or hereafter acquired, except or permit any Subsidiary so to do, except: (a) Liens existing at the date of this Agreement and securing Debt outstanding on the date of this Agreement and listed on SCHEDULE 7.2 attached hereto; (b) Liens securing Debt owing by any Subsidiary to the Borrower or to another Subsidiary which is wholly-owned; (c) Liens on assets of any corporation existing at the time such corporation becomes a Subsidiary; (d) Liens on assets existing at the time of acquisition thereof; PROVIDED that such Lien shall not extend to any other property of the Borrower or a Subsidiary; (e) Liens to secure indebtedness incurred or guaranteed by the Borrower or a Subsidiary to finance the purchase price of land, buildings or equipment or improvements to or construction of land, buildings or equipment, which indebtedness is incurred or guaranteed prior to, at the time of, or within one hundred eighty (180) days after such acquisition (or in the case of real property, completion of such improvement or construction or commencement of full operation of such property, whichever is later); PROVIDED that such Lien shall extend only to the asset to be acquired or improved with such financing; (f) Liens on any assets of a corporation existing at the time such corporation is merged into or consolidated with the Borrower or a Subsidiary; PROVIDED that such Lien shall not extend to any other property of the Borrower or a Subsidiary; (g) any extension, renewal or replacement (or successive extensions, renewals or replacements) in whole or in part, of any lien referred to in the foregoing paragraphs (a) to (f), inclusive; (h) Liens for property taxes and assessments or governmental charges or levies and liens securing claims or demands of mechanics, suppliers, carriers, landlords and other like Persons, PROVIDED that payment thereof is not delinquent at the time required by Section 6.3; (i) Liens incurred or deposits made in the ordinary course of business in connection with worker's compensation, unemployment insurance, social security and other like laws, or to secure the performance of letters of credit, bids, sales contracts, leases, statutory obligations, surety, appeal and performance bonds and other similar obligations, in each case not incurred in connection with the borrowing of money, the obtaining of advances or the payment of the deferred purchase price of property; (j) attachment, judgment and other similar Liens arising in connection with court proceedings, PROVIDED that execution and other enforcement of such liens are effectively stayed and all claims which the Liens secure are being actively contested in good faith and by appropriate proceedings, ; (bk) Liens in connection with worker's compensation, unemployment insurance or other social security obligations, (c) deposits or pledges to secure bids, tenders, contracts (other than contracts for the payment of money), leases, statutory obligations, surety and appeal bonds and other obligations of like nature arising in the ordinary course of business, (d) mechanics', worker's, materialmen's, landlords', carriers', or other like Liens arising in the ordinary course of the business with respect or incidental to obligations the conduct of such business or the ownership of the assets of the Borrower or any Subsidiary which are not due Liens arise out of transactions involving the sale or which are being contested in good faith, purchase of goods or services and which do not violate not, in the terms opinion of the Deed of TrustAgent, (e) any Lien created in connection with materially impair the refinancing of indebtedness in existence on the date hereof and any Liens securing any extension, renewal or replacement of obligations secured by any such Lien, (f) the assumption of any Lien in any property hereafter acquired by virtue of any Acquisition, existing at the time use of such Acquisition; provided, however, that assets in the operations of the business of the Borrower or such Subsidiary; (l) Liens other than those described in clauses (a) through (k) above provided the sum of (i) the indebtedness aggregate principal amount secured by thereby at any such Lien so created, assumed or existing shall not exceed the fair market value of the property covered thereby to the entity acquiring the same, time outstanding and (ii) each such Lien shall attach only the aggregate amount of sale and lease-back transactions measured as provided in Section 7.3 consummated after December 31, 1998 does not exceed One Million Dollars ($1,000,000); (m) The TCI Liens; and (n) Liens to the property so acquired, (iii) that such Lien interest shall not secure any working capital indebtedness, Funded Debt incurred or maintained by the Borrower arising out of any swap agreement (gas defined in 11 U.S.C. 101) or under any purchase money mortgage, or purchase money security interest in any property, or interest therein created or assumedforeign exchange contact and permitted under Section 7.1(i) of this Agreement.

Mortgages and Pledges. Section 6.1 of the Loan Agreement is hereby deleted in its entirety and the following is inserted in full substitution thereof: Section 6.1 Mortgages and Pledges. Create, incur, assume or suffer to exist (x) any mortgage, pledge, lien Lien upon or other material encumbrance of any kind upon, or any security interest in, in any of its property or assets ("Lien")Property, whether now owned or hereafter acquired, except or (y) an agreement with any Person (other than the Bank) which prohibits or restricts the granting of any such Lien in favor of the Bank, except: (a) Liens for taxes not delinquent securing taxes, assessments, fees or being contested in good faith other governmental charges or levies, or the claims of materialmen, mechanics, carriers, warehousemen, landlords and by appropriate proceedings, other similar Persons; (b) Liens incurred or deposits made in the ordinary course of business (i) in connection with worker's compensation, unemployment insurance or other insurance, social security obligationsand other similar laws, (cii) deposits or pledges to secure the performance of bids, tenders, contracts sales, contracts, public or statutory obligations, customs, appeal and performance bonds, or (iii) other than contracts for similar obligations not incurred in connection with the borrowing of money, the obtaining of advances or the payment of money)the deferred purchase price of Property; (c) reservations, leasesexceptions, statutory obligationsencroachments, surety and appeal bonds easements, rights of way, covenants, conditions, restrictions, leases and other obligations similar title exceptions or encumbrances affecting Real Property, provided they do not in the aggregate materially detract from the value of like nature arising such properties or materially interfere with their use in the ordinary course conduct of the Borrower's business, ; (d) mechanics', worker's, materialmen's, landlords', carriers', Liens in favor of the Bank; (e) Liens in respect of judgements or other like Liens arising in the ordinary course of business awards with respect to obligations which are not due or which are being contested the Borrower is, in good faith, prosecuting an appeal or proceeding for review and with respect to which do not violate the terms a stay of the Deed of Trust, (e) any Lien created in connection with the refinancing of indebtedness in existence on the date hereof and any Liens securing any extension, renewal execution upon such appeal or replacement of obligations secured by any such Lien, proceeding for review has been granted; (f) the assumption notice filing by any creditor/lessor in respect of any Lien in any property hereafter acquired by virtue of any Acquisition, existing at the time of such Acquisition; provided, however, that (i) the indebtedness secured by any such Lien so created, assumed or existing shall not exceed the fair market value of the property covered thereby to the entity acquiring the same, (ii) each such Lien shall attach only to the property so acquired, (iii) that such Lien interest shall not secure any working capital indebtedness, operating leases; (g) any Liens on intangibles in favor of Ethicon Endo-Surgery, Inc. pursuant to the Ethicon Agreement; and (h) Liens securing purchase money mortgageDebt which does not exceed, or purchase money security interest in any propertywhen aggregated with Capitalized Lease Obligations permitted by Section 6.15, or interest therein created or assumed$50,000.

Mortgages and Pledges. Section 6.1 The Company will not create, incur, assume, or suffer to exist, or permit any of the Loan Agreement is hereby deleted in its entirety and the following is inserted in full substitution thereof: Section 6.1 Mortgages and Pledges. CreateSubsidiaries to create, incur, assume or suffer to exist exist, any mortgage, pledge, lien lien, or other material encumbrance of any kind upon, or any security interest in, any of its property or assets ("Lien")assets, whether now owned or hereafter acquired, except (ai) Liens liens for taxes not yet delinquent or being contested in good faith and by appropriate proceedings, (bii) Liens pledges or deposits in connection with worker's workers' compensation, unemployment insurance insurance, or other social security obligations or to secure public or statutory obligations, (ciii) deposits or pledges to secure bids, tenders, contracts (other than contracts for the payment of money), leases, statutory obligations, surety and appeal bonds and other obligations of like nature arising in the ordinary course of business, (d) mechanics'mechanic's, worker's, materialmenmaterialman's, landlords'landlord's, carriers'carrier's, or other like Liens liens arising in the ordinary course of business with respect to obligations which that are not due or which that are being contested in good faithfaith and by appropriate proceedings, (iv) mortgages, pledges, liens, and encumbrances in favor of the Agent and the Lenders securing indebtedness owing to the Lenders under this Agreement, (v) mortgages and security interests which are described on Schedule 8.2 attached hereto and extensions, renewals and replacements of any such mortgage or security interest as long as the amount secured thereby is not increased, (vi) zoning restrictions, easements, licenses, restrictions on the use of real property or minor irregularities in the title thereto, which do not violate not, in the terms opinion of the Deed Company, materially impair the use of Trustsuch property in the operation of the business of the Company or such Subsidiary, as the case may be, or the value of such property for the purposes of such business, (evii) any Lien mortgages and security interests on property and assets securing indebtedness or Capital Lease Obligations which is or are permitted by Section 8.1(v) or Section 8.1(vi) and which is or are incurred to finance the acquisition of such property or assets; provided that (A) each such mortgage or security interest is created in connection substantially simultaneously with the refinancing acquisition of the related property or assets, (B) each such mortgage or security interest does not at any time encumber any property or assets other than the related property or assets financed by such indebtedness or Capital Lease Obligations, (C) the principal amount of indebtedness in existence on the date hereof and any Liens securing any extension, renewal or replacement of obligations Capital Lease Obligations secured by any each such Lienmortgage or security interest is not increased, and (fD) the assumption principal amount of any Lien in any indebtedness or Capital Lease Obligations secured by each such mortgage or security interest at no time exceeds 100% of the original purchase price of the related property hereafter acquired by virtue of any Acquisitionor assets at the time acquired, and (viii) mortgages and security interests on property and assets existing at the time the Company or any Subsidiary of the Company acquires such Acquisition; provided, however, that property or assets (iand not created in contemplation thereof) as long as the outstanding principal amount of the indebtedness secured by any thereby is not increased after the Company or such Lien so created, assumed Subsidiary acquires the related property or existing shall not exceed the fair market value of the property covered thereby to the entity acquiring the same, (ii) each such Lien shall attach only to the property so acquired, (iii) that such Lien interest shall not secure any working capital indebtedness, (g) any purchase money mortgage, or purchase money security interest in any property, or interest therein created or assumedassets.