Common use of Permitted Lien Clause in Contracts

Permitted Lien. Any (a) Lien securing Taxes, assessments and -------------- governmental charges not yet due and payable, (b) zoning law or ordinance or any similar Legal Requirement, (c) right reserved to any Governmental Authority to regulate the affected property or to acquire a Franchise or System upon default under, or termination of, any Franchise, (d) as to Owned Property and Other Real Property Interests, any Lien not securing indebtedness or arising out of the obligation to pay money that does not individually or in the aggregate interfere with the right or ability to own, use or operate the Owned Property or Other Real Property Interests as they are being used or operated or materially diminish the value of such Owned Property or Other Real Property Interests, (e) in the case of Owned Property and Leased Property, any lease or sublease by AT&T Illinois or Insight in favor of a third party that is disclosed in the Schedules to this Agreement, and (f) in the case of Leased Property, (i) the rights of any lessor and (ii) any Lien granted by any lessor of Leased Property; provided that "Permitted Lien" will not include any Lien securing a debt or claim (other than inchoate materialmen's, mechanics', workmen's, repairmen's or other like Liens arising in the ordinary course of business or any Lien described in clause (f) above) or any Lien which could prevent or impair in any way the conduct of the business of the affected System as it is currently being conducted, and provided further that the classification of any Lien as a "Permitted Lien" will not affect any liability which AT&T Illinois may have under this Agreement for any such Lien with respect to the exchange of the AT&T Assets or which Insight may have under this Agreement for any such Lien with respect to the exchange of the Insight Assets, including pursuant to any indemnity obligation under this Agreement.

Appears in 1 contract

Samples: Asset Exchange Agreement (Insight Communications Co Inc)

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Permitted Lien. Any (a) Lien securing the Insight Permitted Debt or the TCI Permitted Debt, (b) Lien securing Taxes, assessments and -------------- governmental charges not yet due and payable, (bc) zoning law or ordinance or any similar Legal Requirement, (cd) right reserved to any Governmental Authority to regulate the affected property or to acquire a Franchise or System upon default under, or termination of, any Franchiseproperty, (de) as to Owned Property and Other Real Property Interests, any Lien not securing indebtedness or arising out of the obligation to pay money that does not individually or in the aggregate interfere with the right or ability to own, use or operate the Owned Property or Other Real Property Interests as they are being used or operated or materially diminish the value of such Owned Property or Other Real Property Interests, (ef) in the case of Owned Property and Leased Property, any lease or sublease by AT&T Illinois TCI or Insight in favor of a third party that is disclosed in the Schedules to this Agreement, and (fg) in the case of Leased Property, (i) the rights of any lessor and (ii) any Lien granted by any lessor of Leased Property; provided that "Permitted Lien" will not include any Lien securing a debt or claim (other than inchoate materialmen's, mechanics', workmen's, repairmen's or other like Liens arising in the ordinary course of business or any Lien described in clause (fg) above) or any Lien which could prevent or impair in any way the conduct of the business of the affected System as it is currently being conducted, and provided further that the classification of any Lien as a "Permitted Lien" will not affect any liability which AT&T Illinois TCI may have under this Agreement for any such Lien with respect to the exchange contribution of the AT&T TCI Assets or which Insight may have under this Agreement for any such Lien with respect to the exchange contribution of the Insight Assets, including pursuant to any indemnity obligation under this Agreement.

Appears in 1 contract

Samples: Asset Contribution Agreement (Insight Communications Co Inc)

Permitted Lien. Any (a) Lien securing Taxes, assessments and -------------- governmental charges not yet due and payable, (b) zoning law or ordinance or any similar Legal Requirement, (c) right reserved to any Governmental Authority to regulate the affected property or to acquire a Franchise or System upon default under, or termination of, any System Franchise, (d) as to Owned Property and Other Real Property Interests, any Lien not securing indebtedness or arising out of the obligation to pay money that does not individually or in the aggregate interfere with the right or ability to own, use or operate the Owned Property or Other Real Property Interests as they are being used or operated or materially diminish the value of such Owned Property or Other Real Property Interests, (e) in the case of Owned Property and Leased Property, any lease or sublease by AT&T Illinois or Insight in favor of a third party that is disclosed in the Schedules to this Agreement, and (f) in the case of Leased Property, (i) the rights of any lessor and (ii) any Lien granted by any lessor of Leased Property; provided that "Permitted Lien" will not include any Lien securing a debt or claim (other than inchoate materialmen's, mechanics', workmen's, repairmen's or other like Liens arising in the ordinary course of business or any Lien described in clause (f) above) or any Lien which could prevent or impair in any way the conduct of the business of the affected System as it is currently being conducted, and provided further that the classification of any Lien as a "Permitted Lien" will not affect any liability which AT&T Illinois may have under this Agreement for any such Lien with respect to the exchange sale of the AT&T Assets or which Insight may have under this Agreement for any such Lien with respect to the exchange of the Insight Assets, including pursuant to any indemnity obligation under this Agreement.

Appears in 1 contract

Samples: Asset Purchase and Sale Agreement (Insight Communications Co Inc)

Permitted Lien. Any (a) Lien securing Taxes, assessments and -------------- governmental charges not yet due and payable, (b) zoning law or ordinance or any similar Legal Requirement, (c) right reserved to any Governmental Authority to regulate the affected property or to acquire a Franchise or System upon default under, or termination of, any Franchise, (d) as to Owned Property and Other Real Property Interests, any Lien not securing indebtedness or arising out of the obligation to pay money that does not individually or in the aggregate interfere with the right or ability to own, use or operate the Owned Property or Other Real Property Interests as they are being used or operated or materially diminish the value of such Owned Property or Other Real Property Interests, (e) in the case of Owned Property and Leased Property, any lease or sublease by AT&T Illinois Broadband or Insight in favor of a third party that is disclosed in the Schedules to this Agreement, and (f) in the case of Leased Property, (i) the rights of any lessor and (ii) any Lien granted by any lessor of Leased Property; provided that "Permitted Lien" will not include any Lien securing a debt or claim (other than inchoate materialmen's’s, mechanics', workmen's’s, repairmen's ’s or other like Liens arising in the ordinary course of business or any Lien described in clause (f) above) or any Lien which could prevent or impair in any way the conduct of the business of the affected System as it is currently being conducted, and provided further that the classification of any Lien as a "Permitted Lien" will not affect any liability which AT&T Illinois Broadband may have under this Agreement for any such Lien with respect to the exchange of the AT&T Assets or which Insight may have under this Agreement for any such Lien with respect to the exchange of the Insight Assets, including pursuant to any indemnity obligation under this Agreement, and (g) in the case of AT&T Assets, any Lien created as a result of Insight LP’s acts or omissions made in connection with its management of the AT&T Systems that constitute a breach by Insight LP under the Consulting Agreement.

Appears in 1 contract

Samples: Asset Exchange Agreement (Insight Communications Co Inc)

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Permitted Lien. Any (a) Lien securing the Insight Permitted Debt or -------------- the AT&T Permitted Debt, (b) Lien securing Taxes, assessments and -------------- governmental charges not yet due and payable, (bc) zoning law or ordinance or any similar Legal Requirement, (cd) right reserved to any Governmental Authority to regulate the affected property or to acquire a Franchise or System upon default under, or termination of, any Franchise, (de) as to Owned Property and Other Real Property Interests, any Lien not securing indebtedness or arising out of the obligation to pay money that does not individually or in the aggregate interfere with the right or ability to own, use or operate the Owned Property or Other Real Property Interests as they are being used or operated or materially diminish the value of such Owned Property or Other Real Property Interests, (ef) in the case of Owned Property and Leased Property, any lease or sublease by AT&T Illinois AT&T, Insight or Insight Central Ohio in favor of a third party that is disclosed in the Schedules to this Agreement, and (fg) in the case of Leased Property, (i) the rights of any lessor and (ii) any Lien granted by any lessor of Leased Property; provided that "Permitted Lien" will not include any Lien securing a debt or claim (other than inchoate materialmen's, mechanics', workmen's, repairmen's or other like Liens arising in the ordinary course of business or any Lien described in clause (fg) above) or any Lien which could prevent or impair in any way the conduct of the business of the affected System as it is currently being conducted, and provided further that the classification of any Lien as a "Permitted Lien" will not affect any liability which AT&T Illinois may have under this Agreement for any such Lien with respect to the exchange contribution of the AT&T Assets or which Insight may have under this Agreement for any such Lien with respect to the exchange contribution of the Insight Assets, including pursuant to any indemnity obligation under this Agreement.

Appears in 1 contract

Samples: Asset Contribution Agreement (Insight Communications Co Inc)

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