Common use of Liens and Other Encumbrances Clause in Contracts

Liens and Other Encumbrances. Neither any Borrower nor the Guarantor shall create, incur, assume or suffer to exist any security interest, mortgage, pledge, lien or other encumbrance of any nature whatsoever on any of its property or assets whether now owned or hereafter acquired, except: (i) liens securing the payment of taxes and other governmental charges, either not yet due or the validity of which is being contested in good faith by appropriate proceedings (so long as no material item of property would be lost, forfeited or materially damaged as a result thereof), and as to which it shall, as appropriate under GAAP, have set aside on its books and records adequate reserves; (ii) deposits under workers’ compensation, unemployment insurance, social security and other similar laws or to secure the performance of bonds, tenders or contracts (other than for the repayment of purchase price indebtedness or borrowed money) or to secure statutory obligations or surety or appeal bonds, or to secure indemnity, performance or other similar bonds, all in the ordinary course of business; (iii) liens and security interests in favor of the Lender; (iv) zoning restrictions, easements, licenses, covenants and other restrictions affecting the use of real property, so long as its use of, or the value of, its property subject thereto is not impaired, in any material respect, thereby; and (v) liens securing purchase money Indebtedness and capital leases referred to in clauses (iii) or (iv) under Section 9.1, above provided that such liens are limited to the specific property purchased or leased and the proceeds thereof. All of the foregoing liens are hereinafter referred to as “Permitted Liens.”

Liens and Other Encumbrances. Neither any Borrower nor None of the Guarantor members of the Obligated Group shall create, incur, assume assume, or suffer to exist any security interest, mortgage, pledge, lien or other encumbrance of any nature whatsoever on any of its property or assets located at the Project Properties or related to the Project Properties, whether now owned or hereafter acquired, except: except (i) liens securing the payment of taxes and other governmental chargestaxes, either not yet due or the validity of which is being contested in good faith by appropriate proceedings (so long as no material item of property would be lost, forfeited or materially damaged as a result thereof), and as to which it the applicable member of the Obligated Group shall, as appropriate under GAAP, have set aside on its books and records adequate reserves; (ii) deposits under workers’ workers compensation, unemployment insurance, social security and other similar laws or to secure the performance of bondsbids, tenders or contracts (other than for the repayment of purchase price indebtedness or borrowed money) or to secure statutory obligations or surety or appeal bonds, or to secure indemnity, performance or other similar bonds, all in the ordinary course of business; (iii) liens and security interests in favor of the LenderOcwen; (iv) zoning restrictions, easements, licenses, covenants and other restrictions affecting the use of real property, so long as its the Borrower's, Licensee's, or a Management Company's use of, or the value of, its the property subject thereto is not impaired, in any material respect, impaired thereby; and (v) liens and security interests securing purchase money price Indebtedness permitted under the preceding paragraph labeled "Indebtedness," provided that liens and security interests may attach only to assets purchased with the proceeds of such permitted Indebtedness and capital leases referred to in clauses (iii) or (iv) under Section 9.1, above provided that such liens are limited to may first attach only at the specific property purchased or leased and the proceeds thereof. All time of the foregoing liens are hereinafter referred initial acquisition of such assets by the applicable member of the Obligated Group. Nothing set forth above shall preclude Balanced Care from pledging its stock in Borrower or any Management Company to as “Permitted LiensHR Investments Limited, RH Investments Limited and VXM Investments Limited, each a Cayman Islands corporation.”

Liens and Other Encumbrances. Neither any No Borrower nor the Guarantor shall create, incur, assume or suffer to exist any security interest, mortgage, pledge, lien or other encumbrance of any nature whatsoever on any of its property or assets whether now owned or hereafter acquired, except: (i) liens securing the payment of taxes and other governmental charges, either not yet due or the validity of which is being contested in good faith by appropriate proceedings (so long as no material item of property would be lost, forfeited or materially damaged as a result thereof), and as to which it shall, as appropriate under GAAP, have set aside on its books and records adequate reserves; (ii) deposits under workers’ compensation, unemployment insurance, social security and other similar laws or to secure the performance of bonds, tenders or contracts (other than for the repayment of purchase price indebtedness or borrowed money) or to secure statutory obligations or surety or appeal bonds, or to secure indemnity, performance or other similar bonds, all in the ordinary course of business; (iii) liens and security interests in favor of the Lender; (iv) zoning restrictions, easements, licenses, covenants and other restrictions affecting the use of real property, so long as its use of, or the value of, its property subject thereto is not impaired, in any material respect, thereby; and (v) liens securing purchase money Indebtedness and capital leases Capitalized Leases referred to in clauses (iii) or (iv) under Section 9.18.1, above provided that such liens are limited to the specific property purchased or leased and the proceeds thereof. All of the foregoing liens are hereinafter referred to as “Permitted Liens.”

Liens and Other Encumbrances. Neither any The Borrower nor the Guarantor shall not create, incur, assume or suffer to exist any security interest, mortgage, pledge, lien or other encumbrance of any nature whatsoever on any of its property or assets whether now owned or hereafter acquired, except: except (i) liens -3- 44 securing the payment of taxes and other governmental chargestaxes, either not yet due or the validity of which is being contested in good faith by appropriate proceedings (so long as no material item of property would be lost, forfeited or materially damaged as a result thereof), and as to which it the Borrower shall, as appropriate under GAAP, have set aside on its books and records adequate reserves; (ii) deposits under workers’ ' compensation, unemployment insurance, social security and other similar laws or to secure the performance of bondsbids, tenders or contracts (other than for the repayment of purchase price indebtedness Indebtedness or borrowed money) or to secure statutory obligations or surety or appeal bonds, or to secure indemnity, performance or other similar bonds, all in the ordinary course of business; (iii) liens and security interests in favor of the LenderBank; (iv) zoning restrictions, easements, licenses, covenants and other restrictions affecting the use of real property, so long as its the Borrower's use of, or the value of, its the Borrower's property subject thereto is not impaired, in any material respect, impaired thereby; and (v) liens and security interests securing purchase money price Indebtedness permitted under the preceding paragraph labeled "Indebtedness", provided that liens and security interests may attach only to assets purchased with the proceeds of such permitted Indebtedness and capital leases referred to in clauses (iii) or (iv) under Section 9.1, above provided that such liens are limited to may first attach only at the specific property purchased or leased and the proceeds thereof. All time of the foregoing liens are hereinafter referred to as “Permitted Liensinitial acquisition of such assets by the Borrower.”

Liens and Other Encumbrances. Neither any Borrower nor the Guarantor shall create, incur, assume or suffer to exist any security interest, mortgage, pledge, lien or other encumbrance of any nature whatsoever on any of its property or assets whether now owned or hereafter acquired, except: (i) liens securing the payment of taxes and other governmental charges, either not yet due or the validity of which is being contested in good faith by appropriate proceedings (so long as no material item of property would be lost, forfeited or materially damaged as a result thereof), and as to which it shall, as appropriate under GAAP, have set aside on its books and records adequate reserves; (ii) deposits under workers’ ' compensation, unemployment insurance, social security and other similar laws or to secure the performance of bonds, tenders or contracts (other than for the repayment of purchase price indebtedness or borrowed money) or to secure statutory obligations or surety or appeal bonds, or to secure indemnity, performance or other similar bonds, all in the ordinary course of business; (iii) liens and security interests in favor of the Lender; (iv) zoning restrictions, easements, licenses, covenants and other restrictions affecting the use of real property, so long as its use of, or the value of, its property subject thereto is not impaired, in any material respect, thereby; and (v) liens securing purchase money Indebtedness and capital leases referred to in clauses (iiiiv) or (ivv) under Section 9.17.1, above provided that such liens are limited to the specific property purchased or leased and the proceeds thereof; (vi) the pledge by the Guarantor to the Mezzanine Lender of the shares of capital stock of the Company owned by the Guarantor as contemplated by the Subordinated Note Purchase Agreement; (vii) the grant of a second lien security interest by the Borrowers and the Guarantor in their assets to the Mezzanine Lender as contemplated by the Subordinated Note Purchase Agreement; (viii) the collateral assignment by the Guarantor to the Mezzanine Lender of a certain life insurance policy in the amount of $3,000,000 on the life of Robert J. Bossart as contemplated by the Subordinated Note Purchase Xxxxxxxxx; (xx) the grant of a security interest to the Mezzanine Lender in the Capital Sufficiency Payments (as defined in the Subordinated Note Purchase Agreement) as contemplated by the Capital Contribution Agreement; and (x) the Temporary Kentucky LC Collateral. All of the foregoing liens are hereinafter referred to as “"Permitted Liens".”

Liens and Other Encumbrances. Neither any the Borrower nor the any Guarantor shall create, incur, assume or suffer to exist any security interest, mortgage, pledge, lien or other encumbrance of any nature whatsoever on any of its property or assets whether now owned or hereafter acquired, except: (i) liens securing the payment of taxes and other governmental charges, either not yet due or the validity of which is being contested in good faith by appropriate proceedings (so long as no material item of property would be lost, forfeited or materially damaged as a result thereof), and as to which it shall, as appropriate under GAAP, have set aside on its books and records adequate reserves; (ii) liens of landlords, 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 thirty (30) days delinquent or which are being contested in good faith, provided that an adequate reserve or other appropriate provisions shall have been made therefor and the aggregate amount of such liens is less than $250,000; (iii) deposits under workers’ compensation, unemployment insurance, social security and other similar laws or to secure the performance of bonds, tenders or contracts (other than for the repayment of purchase price indebtedness or borrowed money) or to secure statutory obligations or surety or appeal bonds, or to secure indemnity, performance or other similar bonds, all in the ordinary course of business; (iiiiv) liens and security interests in favor of the Lender; (ivv) zoning restrictions, easements, licenses, rights of way, covenants and other restrictions affecting the use of real property, so long as its use of, or the value of, its property subject thereto is not impaired, in any material respect, thereby; and (vvi) liens securing purchase money Indebtedness and capital leases referred to in clauses (iii) or (iv) under Section 9.17.1, above provided that such liens are limited to the specific property purchased or leased and the proceeds thereof, (vii) the licensing of intellectual property in the ordinary course of business or between and/or among the Guarantors and the Borrower; (viii) liens under the Cash Collateral Pledge Agreement; (ix) the security interests granted by the Borrower to LaSalle Business Credit, LLC and LaSalle Bank National Association pursuant to paragraphs 5 and 6 of the LaSalle Termination and Indemnification Agreement; and (x) any other existing liens set forth on Schedule 7.2 hereto. All of the foregoing liens are hereinafter referred to as “Permitted Liens.”

Liens and Other Encumbrances. Neither any the Borrower nor the Guarantor PHI shall create, incur, assume or suffer to exist any security interest, mortgage, pledge, lien or other encumbrance of any nature whatsoever on any of its property or assets whether now owned or hereafter acquired, except: (i) liens securing the payment of taxes and other governmental charges, either not yet due or the validity of which is being contested in good faith by appropriate proceedings (so long as no material item of property would be lost, forfeited or materially damaged as a result thereof), and as to which it shall, as appropriate under GAAP, have set aside on its books and records adequate reserves; (ii) deposits under workers’ compensation, unemployment insurance, social security and other similar laws or to secure the performance of bonds, tenders or contracts (other than for the repayment of purchase price indebtedness or borrowed money) or to secure statutory obligations or surety or appeal bonds, or to secure indemnity, performance or other similar bonds, all in the ordinary course of business; (iii) liens and security interests in favor of the Lender; (iv) zoning restrictions, easements, licenses, covenants and other restrictions affecting the use of real property, so long as its use of, or the value of, its property subject thereto is not impaired, in any material respect, thereby; and (v) liens securing purchase money Indebtedness and capital leases referred to in clauses (iii) or (iv) under Section 9.17.1, above provided that such liens are limited to the specific property purchased or leased and the proceeds thereof; and (vi) subject to the subordination provisions set forth in the Individual Guaranty, liens and security interests (provided that the same are junior to those granted to the Lender) granted by the Borrower in favor of the Individual Guarantor as security for any promissory note or any written or oral agreement with the Borrower, which has the effect of requiring the Borrower to reimburse the Individual Guarantor for any payments that the Individual Guarantor may make under his Individual Guaranty. All of the foregoing liens are hereinafter referred to as “Permitted Liens.”