SECTION 7.01. Liens. Create, incur, assume or suffer to exist any Lien upon any of
its property, assets or revenues, whether now owned or hereafter acquired, other than the following:
(a) Liens pursuant to any Loan
Document (including Liens created under the Collateral Documents securing obligations in respect of Secured Hedge Agreements and Cash Management Agreements);
(b) Liens on assets or property of a Restricted Subsidiary that is not a Guarantor securing Indebtedness and other Debt Obligations of any
Restricted Subsidiary that is not a Guarantor;
(c) pledges, deposits or Liens (i) in connection with workmens compensation
laws, payroll taxes, unemployment insurance laws, employers health tax and other social security laws or similar legislation or other insurance related obligations (including in respect of deductibles, self-insured retention amounts and
premiums and adjustments thereto), (ii) securing liability, reimbursement or indemnification obligations of (including obligations in respect of letters of credit or bank guarantees or similar instruments) for the benefit of insurance carriers
under insurance or self-insurance arrangements or otherwise supporting the payments of items set forth in the foregoing clause (i), or (iii) in connection with bids, tenders, completion guarantees, contracts, leases, utilities, licenses, public
or statutory obligations, or to secure the performance of bids, trade contracts, government contracts and leases, statutory obligations, surety, stay, indemnity, warranty, release, judgment, customs, appeal, performance bonds, guarantees of
government contracts, return of money bonds, bankers acceptance facilities and obligations of a similar nature (including those to secure health, safety and environmental obligations), and obligations in respect of letters of credit, bank
guarantees or similar instruments that have been posted to support the same, or as security for contested taxes or import or customs duties or for the payment of rent, or other obligations of like nature, in each case incurred in the ordinary course
of business or consistent with past practice;
(d) Liens with respect to outstanding motor vehicle fines and Liens imposed by law or
regulation, including carriers, warehousemens, mechanics, landlords, suppliers, materialmens, repairmens, architects, construction contractors or other similar Liens, in each case for amounts not
overdue for a period of more than 60 days or, if more than 60 days overdue, are unfiled and no other action has been taken to enforce such Liens or that are being contested in good faith by appropriate proceedings;
(e) Liens for Taxes, assessments or other governmental charges that are not overdue for a period of more than 60 days or not yet payable or
subject to penalties for nonpayment or that are being contested in good faith by appropriate proceedings; provided that appropriate reserves required pursuant to GAAP (or other applicable accounting principles) have been made in respect thereof, or
for property Taxes on property of the Company or one of its Subsidiaries has determined to abandon if the sole recourse for such Tax is to such property;
(f) encumbrances, charges, ground leases, easements (including reciprocal easement agreements), survey exceptions, restrictions,
encroachments, protrusions, by-law, regulation, zoning restrictions or reservations of, or rights of others for, licenses, rights of way, servitudes, sewers, electric lines, drains, telegraph, telephone and cable television lines and other similar
purposes, or zoning, building codes or other restrictions (including minor defects and irregularities in title and similar encumbrances) as to the use of real properties, exceptions on title policies insuring Liens granted on any mortgaged
properties or any other collateral or Liens incidental to the conduct of the business of such Person or to the ownership of its properties, including servicing agreements, development agreements, site plan agreements, subdivision agreements,
facilities sharing agreements, cost sharing agreements and other similar agreements, charges or encumbrances, which do not in the aggregate materially interfere with the ordinary course conduct of the business of the Company and its Restricted
Subsidiaries, taken as a whole;
(g) Liens (i) securing Swap Obligations, Cash Management Obligations and the costs thereof;
(ii) that are rights of set-off, rights of pledge or other bankers Liens (x) relating to treasury, depository and cash management services or any automated clearing house transfers of funds in the ordinary course of business or
consistent with past practice, (y) relating to pooled deposit or sweep accounts to permit satisfaction of overdraft or similar obligations incurred in the ordinary course of business of the Company or any Subsidiary or consistent with past
practice or (z) relating to purchase orders and other agreements entered into with customers of the Company or any Restricted Subsidiary in the ordinary course of business or consistent with past practice; (iii) securing Indebtedness and
other Debt Obligations permitted to be incurred under Section 7.03(i) with financial institutions; (iv) encumbering reasonable customary initial deposits and margin deposits and similar Liens attaching to commodity trading accounts
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