Common use of Secured Debt Clause in Contracts

Secured Debt. Create or suffer to exist, or permit any of its Restricted Subsidiaries to create or suffer to exist, any Debt secured by a Lien on (i) any Principal Property, (ii) any shares of stock of a Restricted Subsidiary or (iii) any Debt of any Restricted Subsidiary unless the Company or such Restricted Subsidiary secures or causes such Restricted Subsidiary to secure the Advances and all other amounts payable under this Agreement and the Notes equally and ratably with such secured Debt, so long as such secured Debt shall be so secured, unless after giving effect thereto the aggregate amount of all such Debt so secured does not exceed 15% of Consolidated Net Tangible Assets at such time, provided that the foregoing restriction does not apply to Debt secured by: (i) Liens existing prior to the date hereof; (ii) Liens on property of, or on shares of stock of or Debt of, any corporation existing at the time such corporation becomes a Restricted Subsidiary; (iii) Liens in favor of the Company or any Restricted Subsidiary; (iv) Liens in favor of any governmental bodies to secure progress or advance payments; (v) Liens on property, shares of stock or Debt existing at the time of acquisition thereof (including acquisition through merger or consolidation) or to secure the payment of all or any part of the purchase price thereof or construction thereon or to secure any Debt incurred prior to, at the time of, or within 120 days after the later of the acquisition, the completion of construction, or the commencement of full operation of such property or within 120 days after the acquisition of such shares or Debt for the purpose of financing all or any part of the purchase price thereof or construction thereon; and (vi) any extension, renewal or refunding referred to in the foregoing clauses (i) to (v)

Secured Debt. Create or suffer to exist, or permit any of its Restricted Subsidiaries to create or suffer to exist, any Debt secured by a Lien on (i) any Principal Property, (ii) any shares of stock of a Restricted Subsidiary or (iii) any Debt of any Restricted Subsidiary unless the Company or such Restricted Subsidiary secures or causes such Restricted Subsidiary to secure the Advances and all other amounts payable under this Agreement and the Notes equally and ratably with such secured Debt, so long as such secured Debt shall be so secured, unless after giving effect thereto the aggregate amount of all such Debt so secured does not exceed 15% of Consolidated Net Tangible Assets at such time, provided that the foregoing restriction does not apply to Debt secured by: (i) Liens existing prior to the date hereof; (ii) Liens on property of, or on shares of stock of or Debt of, any corporation existing at the time such corporation becomes a Restricted Subsidiary; (iii) Liens in favor of the Company or any Restricted Subsidiary; (iv) Liens in favor of any governmental bodies to secure progress or advance payments; (v) Liens on property, shares of stock or Debt existing at the time of acquisition thereof (including acquisition through merger or consolidation) or to secure the payment of all or any part of the purchase price thereof or construction thereon or to secure any Debt incurred prior to, at the time of, or within 120 days after the later of the acquisition, the completion of construction, or the commencement of full operation of such property or within 120 days after the acquisition of such shares or Debt for the purpose of financing all or any part of the purchase price thereof or construction thereon; and (vi) any extension, renewal or refunding referred to in the foregoing clauses (i) to (v), inclusive. Notwithstanding the foregoing, neither the Company nor any Restricted Subsidiary shall be required to secure the Advances or any other amount payable under this Agreement with more than 65% of the capital stock (as measured by vote or value) of, or any of the assets of, any “controlled foreign corporation,” within the meaning of Section 957(a) of the Internal Revenue Code unless other Debt of the Company or any Restricted Subsidiary is so secured.

Secured Debt. Create or suffer to existIssue, or permit any of its Restricted Subsidiaries to assume, guarantee, create or suffer to existincur any Secured Debt without effectively providing that the Advances (together with, if PPG shall so determine, any Debt secured by a Lien on (i) any Principal Property, (ii) any shares other Indebtedness of stock of a Restricted Subsidiary or (iii) any Debt of any Restricted Subsidiary unless the Company PPG or such Restricted Subsidiary secures then existing or causes such Restricted Subsidiary to secure thereafter created ranking equally with the Advances and all other amounts payable under this Agreement and the Notes Advances, including Guarantees of Indebtedness of others) shall be secured equally and ratably with (or prior to) such secured Debt, Secured Debt so long as such secured Secured Debt shall be so secured, unless after giving effect thereto the aggregate amount of all such Debt so secured does not exceed 15% of Consolidated Net Tangible Assets at such time, provided except that the foregoing restriction does this Section 5.02(c) shall not apply to Secured Debt secured by: (i) Liens existing prior to the date hereof; (ii) Liens mortgages on property of, or on shares of stock of or Debt of, any corporation existing at the time such corporation becomes a Restricted Subsidiary; (iiiii) Liens in favor of the Company or any Restricted Subsidiary; (iv) Liens in favor of any governmental bodies to secure progress or advance payments; (v) Liens mortgages on property, shares of stock or Debt property existing at the time of acquisition thereof (including acquisition through merger or consolidation) or to secure the payment of all or any part of the purchase price thereof or construction thereon or to secure any Debt Indebtedness incurred prior to, at the time of, of or within 120 days after the later of the acquisition, the completion of construction, or the commencement of full operation of such property or within 120 90 days after the acquisition of such shares or Debt property for the purpose of financing all or any part of the purchase price thereof thereof; (iii) mortgages on particular property to secure Indebtedness incurred in financing all or any part of the cost of exploration or development of such property, or to secure all or any part of the cost of improvements to such property which is, in the opinion of the board of directors of PPG, substantially unimproved, or to secure any Indebtedness incurred to provide funds for such purpose; (iv) mortgages on property in favor of the United States of America or any State thereof, or any other country, or any political subdivision of any of the foregoing, to secure payments pursuant to any contract or statute or to secure any Indebtedness incurred for the purpose of financing all or any part of the purchase price or the cost of construction thereonof the property subject to such mortgages; (v) mortgages which secure Indebtedness owing to PPG or a Wholly-owned Restricted Subsidiary by a Subsidiary of PPG; and (vi) any extension, renewal or refunding replacement (or successive extensions, renewals or replacements), in whole or in part, of any mortgage referred to in the foregoing clauses (i) to (v), inclusive, or of any Indebtedness secured thereby; provided that such extension, renewal or replacement mortgage shall be limited to all or any part of the same property that secured the mortgage extended, renewed or replaced (plus improvements on such property).

Secured Debt. Create or suffer to existIssue, or permit any of its Restricted Subsidiaries to assume, guarantee, create or suffer to existincur any Secured Debt without effectively providing that the Term Loans (together with, if PPG shall so determine, any Debt secured by a Lien on (i) any Principal Property, (ii) any shares other Indebtedness of stock of a Restricted Subsidiary or (iii) any Debt of any Restricted Subsidiary unless the Company PPG or such Restricted Subsidiary secures then existing or causes such Restricted Subsidiary to secure thereafter created ranking equally with the Advances and all other amounts payable under this Agreement and the Notes Term Loans, including Guarantees of Indebtedness of others) shall be secured equally and ratably with (or prior to) such secured Debt, Secured Debt so long as such secured Secured Debt shall be so secured, unless after giving effect thereto the aggregate amount of all such Debt so secured does not exceed 15% of Consolidated Net Tangible Assets at such time, provided except that the foregoing restriction does this Section 5.02(c) shall not apply to Secured Debt secured by: (i) Liens on property of any Person existing prior to at the date hereoftime such Person becomes a Subsidiary; (ii) Liens on property of, or on shares of stock of or Debt of, any corporation existing at the time such corporation becomes a Restricted Subsidiary; (iii) Liens in favor of the Company or any Restricted Subsidiary; (iv) Liens in favor of any governmental bodies to secure progress or advance payments; (v) Liens on property, shares of stock or Debt existing at the time of acquisition thereof (including acquisition through merger or consolidation) or to secure the payment of all or any part of the purchase price thereof or construction thereon or to secure any Debt Indebtedness incurred prior to, at the time of, of or within 120 days after the later of the acquisition, the completion of construction, or the commencement of full operation of such property or within 120 90 days after the acquisition of such shares or Debt property for the purpose of financing all or any part of the purchase price thereof thereof; (iii) Liens on particular property to secure Indebtedness incurred in financing all or any part of the cost of exploration or development of such property, or to secure all or any part of the cost of improvements to such property which is, in the opinion of the board of directors of PPG, substantially unimproved, or to secure any Indebtedness incurred to provide funds for such purpose; (iv) Liens on property in favor of the United States of America or any State thereof, or any other country, or any political subdivision of any of the foregoing, to secure payments pursuant to any contract or statute or to secure any Indebtedness incurred for the purpose of financing all or any part of the purchase price or the cost of construction thereonof the property subject to such mortgages; (v) Liens which secure Indebtedness owing to PPG or a Wholly-owned Restricted Subsidiary by a Subsidiary of PPG; and (vi) any extension, renewal or refunding replacement (or successive extensions, renewals or replacements), in whole or in part, of any Lien referred to in the foregoing clauses (i) to (v), inclusive, or of any Indebtedness secured thereby; provided that such extension, renewal or replacement Lien shall be limited to all or any part of the same property that secured the Lien extended, renewed or replaced (plus improvements on such property). Notwithstanding the foregoing provisions of this Section 5.02(c), PPG and any one or more Restricted Subsidiaries may, without equally and ratably securing the Term Loans, issue, assume, guarantee, create or incur Secured Debt which would otherwise be subject to the foregoing restrictions if, after giving effect to the Secured Debt to be issued, assumed, guaranteed, created or incurred, the sum of (a) the aggregate amount of all such Secured Debt of PPG and its Restricted Subsidiaries (not including Secured Debt permitted under clauses (i) through (vi) above) and (b) the aggregate value of the Sale and Leaseback Transactions (as defined in Section 5.02(d)) in existence at such time (except Sale and Leaseback Transactions the proceeds of which have been applied in accordance with Section 5.02(d)(i)(B)) does not exceed 5% of the Shareholders’ Interest.

Secured Debt. Create or suffer to exist, or permit any of its Restricted Subsidiaries to create or suffer to exist, any Debt secured by a Lien on (i) any Principal Property, (ii) Property or on any shares of stock of a Restricted Subsidiary or (iii) any Debt of any Restricted Subsidiary unless the Company such Loan Party or such Restricted Subsidiary secures or causes such Restricted Subsidiary to secure the Advances and all other amounts payable under this Agreement and the Notes equally and ratably with such secured Debt, so long as such secured Debt shall be so secured, unless after giving effect thereto the aggregate amount of all such Debt so secured does not exceed 15% of Consolidated Net Tangible Assets at such timeAssets, provided that the foregoing restriction does not apply to Debt secured by: (i) Liens existing prior to the date hereof; (ii) Liens on property of, or on shares of stock of or Debt of, any corporation existing at the time such corporation becomes a Restricted Subsidiary; (iii) Liens in favor of the Company a Loan Party or any Restricted Subsidiary; (iv) Liens in favor of any governmental bodies to secure progress or advance payments; (v) Liens on property, shares of stock or Debt existing at the time of acquisition thereof (including acquisition through merger or consolidation) or liens securing Debt incurred to secure the payment of finance all or any part of the purchase price thereof or cost of construction thereon of property (or to secure any additions, substantial repairs, alterations or substantial improvements thereto), provided that such Lien and the Debt secured thereby are incurred prior to, at the time of, or within 120 365 days after of the later of the acquisition, the acquisition or completion of constructionconstruction (or addition, repair, alteration or the commencement of improvement) and full operation of such property or within 120 days after the acquisition of such shares or Debt for the purpose of financing all or any part of the purchase price thereof or construction thereonthereof; and (vi) any extension, renewal or refunding of Debt referred to in the foregoing clauses (i) to (v)

Secured Debt. Create The Company will not, nor will it permit any Subsidiary to, create, incur, assume or suffer to existexist any Lien securing Indebtedness for borrowed money or any guarantee thereof upon any of their property or assets, whether such property is owned at the date of this Agreement or hereafter acquired, except for: (a) Liens existing on the Closing Date; (b) Liens of or upon any property acquired, leased, constructed or improved by, or permit any of its Restricted Subsidiaries to create or suffer to exist, any Debt secured by a Lien on (i) any Principal Property, (ii) upon any shares of stock of a Restricted Subsidiary Capital Stock or (iii) any Debt of any Restricted Subsidiary unless the Company or such Restricted Subsidiary secures or causes such Restricted Subsidiary to secure the Advances and all other amounts payable under this Agreement and the Notes equally and ratably with such secured DebtIndebtedness acquired by, so long as such secured Debt shall be so secured, unless after giving effect thereto the aggregate amount of all such Debt so secured does not exceed 15% of Consolidated Net Tangible Assets at such time, provided that the foregoing restriction does not apply to Debt secured by: (i) Liens existing prior to the date hereof; (ii) Liens on property of, or on shares of stock of or Debt of, any corporation existing at the time such corporation becomes a Restricted Subsidiary; (iii) Liens in favor of the Company or any Restricted Subsidiary; Subsidiary after the date of this Agreement (ivi) Liens in favor of any governmental bodies to secure progress or advance payments; (v) Liens on property, shares of stock or Debt existing at the time of acquisition thereof (including acquisition through merger or consolidation) or to secure the payment of all or any part of the purchase price of such property, shares of Capital Stock or Indebtedness upon the acquisition thereof by the Company or construction thereon any Subsidiary, or (ii) to secure any Debt incurred Indebtedness issued, assumed or guaranteed by the Company or any Subsidiary prior to, at the time of, or within 120 days one year after (1) in the case of property, the later of the acquisition, the lease, completion of construction, construction (including any improvements on existing property) or the commencement of full commercial operation of such property or within 120 days after (2) in the case of shares of Capital Stock or Indebtedness, the acquisition of such shares of Capital Stock or Debt Indebtedness, which Indebtedness is issued, assumed or guaranteed for the purpose of financing or refinancing all or any part of the purchase price of such property, shares of Capital Stock or Indebtedness and, in the case of property, the cost of construction thereof or construction improvements thereon; and; (vic) Liens of or upon any property, shares of Capital Stock or Indebtedness existing at the time of acquisition thereof by the Company or any Subsidiary; (d) Liens of or upon any property of a Person existing at the time such Person is merged with or into or consolidated with the Company or any Subsidiary or existing at the time of a sale or transfer of the properties of a Person as an entirety or substantially as an entirety to the Company or any Subsidiary; (e) Liens of or upon (x) any property of, or shares of Capital Stock or Indebtedness of, a Person existing at the time such Person becomes a Subsidiary or (y) any shares of Capital Stock or Indebtedness of a Joint Venture; (f) Liens to secure Indebtedness of any Subsidiary to the Company or to another Subsidiary; (g) Liens in favor of the United States of America or any State thereof, or any department, agency or instrumentality or political subdivision of the United States of America or any State thereof, or in favor of any other country or political subdivision, to secure partial, progress, advance or other payments pursuant to any contract or statute or to secure any Indebtedness incurred or guaranteed for the purpose of financing or refinancing all or any part of the purchase price of the property, shares of Capital Stock or Indebtedness subject to such Liens, or the cost of constructing or improving the property subject to such Liens (including, without limitation, Liens incurred in connection with pollution control, industrial revenue or similar financings); (h) any extension, renewal or refunding replacement (or successive extensions, renewals or replacements) in whole or in part of any Lien existing at the date of this Agreement or any Lien referred to in the foregoing clauses (a) through (g), inclusive, but only to the extent that the principal amount of Indebtedness secured thereby does not exceed the principal amount of Indebtedness so secured at the time of such extension, renewal or replacement, and that such extension, renewal or replacement is limited to all or a part of the property (plus improvements and construction on such property), shares of Capital Stock or Indebtedness which was subject to the Lien so extended, renewed or replaced; (i) Liens on accounts receivables and related assets of the Company and its Subsidiaries pursuant to a Qualified Receivables Financing; and (vj) Liens not permitted by clauses (a) through (i), so long as, at the time of incurrence of such Liens, after giving effect thereto and to the release of any Liens which are concurrently being released, the aggregate principal amount of Indebtedness secured thereby plus the aggregate principal amount (without duplication) of all Non-Guarantor Subsidiary Debt (other than Non-Guarantor Subsidiary Debt described in clauses (a) through (h) of Section 5.10) does not exceed 15% of Consolidated Net Tangible Assets, as shown on the most recent balance sheet delivered pursuant to Section 5.01(a) or (b) (or, prior to the initial delivery after the Closing Date of financial statements pursuant to Section 5.01, as shown on the most recent balance sheet included the Company’s Form 10-K or 10-Q, as applicable, filed with the SEC).

Secured Debt. Create or suffer to exist, or permit any of its Restricted Subsidiaries or the Guarantor to create or suffer to exist, any Debt secured by a Lien on (i) any Principal Property, (ii) Property or on any shares of stock of a Restricted Subsidiary or (iii) any Debt of any Restricted Subsidiary or the Guarantor unless the Company such Loan Party or such Restricted Subsidiary secures or causes such Restricted Subsidiary or the Guarantor to secure the Advances and all other amounts payable under this Agreement and the Notes equally and ratably with such secured Debt, so long as such secured Debt shall be so secured, unless after giving effect thereto the aggregate amount of all such Debt so secured does not exceed 15% of Consolidated Net Tangible Assets at such time, Assets; provided that the foregoing restriction does not apply to Debt secured by: (i) Liens existing prior to the date hereof; (ii) Liens on property of, or on shares of stock of or Debt of, any corporation existing at the time such corporation becomes a Restricted Subsidiary; (iii) Liens in favor of the Company a Loan Party or any Restricted Subsidiary; (iv) Liens in favor of any governmental bodies to secure progress or advance payments; (v) Liens on property, shares of stock or Debt existing at the time of acquisition thereof (including acquisition through merger or consolidation) or liens securing Debt incurred to secure the payment of finance all or any part of the purchase price thereof or cost of construction thereon of property (or to secure any additions, substantial repairs, alterations or substantial improvements thereto), provided that such Lien and the Debt secured thereby are incurred prior to, at the time of, or within 120 365 days after of the later of the acquisition, the acquisition or completion of constructionconstruction (or addition, repair, alteration or the commencement of improvement) and full operation of such property or within 120 days after the acquisition of such shares or Debt for the purpose of financing all or any part of the purchase price thereof or construction thereonthereof; and (vi) any extension, renewal or refunding of Debt referred to in the foregoing clauses (i) to (v)

Secured Debt. Create The Company will not, nor will it permit any Subsidiary to, create, incur, assume or suffer to existexist any Lien securing Indebtedness for borrowed money or any guarantee thereof upon any of their property or assets, whether such property is owned at the date of this Agreement or hereafter acquired, except for: (a) Liens existing on the Closing Date; (b) Liens of or upon any property acquired, leased, constructed or improved by, or permit any of its Restricted Subsidiaries to create or suffer to exist, any Debt secured by a Lien on (i) any Principal Property, (ii) upon any shares of stock of a Restricted Subsidiary Capital Stock or (iii) any Debt of any Restricted Subsidiary unless the Company or such Restricted Subsidiary secures or causes such Restricted Subsidiary to secure the Advances and all other amounts payable under this Agreement and the Notes equally and ratably with such secured DebtIndebtedness acquired by, so long as such secured Debt shall be so secured, unless after giving effect thereto the aggregate amount of all such Debt so secured does not exceed 15% of Consolidated Net Tangible Assets at such time, provided that the foregoing restriction does not apply to Debt secured by: (i) Liens existing prior to the date hereof; (ii) Liens on property of, or on shares of stock of or Debt of, any corporation existing at the time such corporation becomes a Restricted Subsidiary; (iii) Liens in favor of the Company or any Restricted Subsidiary; Subsidiary after the date of this Agreement (ivi) Liens in favor of any governmental bodies to secure progress or advance payments; (v) Liens on property, shares of stock or Debt existing at the time of acquisition thereof (including acquisition through merger or consolidation) or to secure the payment of all or any part of the purchase price of such property, shares of Capital Stock or Indebtedness upon the acquisition thereof by the Company or construction thereon any Subsidiary, or (ii) to secure any Debt incurred Indebtedness issued, assumed or guaranteed by the Company or any Subsidiary prior to, at the time of, or within 120 days one year after (1) in the case of property, the later of the acquisition, the lease, completion of construction, construction (including any improvements on existing property) or the commencement of full commercial operation of such property or within 120 days after (2) in the case of shares of Capital Stock or Indebtedness, the acquisition of such shares of Capital Stock or Debt Indebtedness, which Indebtedness is issued, assumed or guaranteed for the purpose of financing or refinancing all or any part of the purchase price of such property, shares of Capital Stock or Indebtedness and, in the case of property, the cost of construction thereof or construction improvements thereon; and; (vic) Liens of or upon any property, shares of Capital Stock or Indebtedness existing at the time of acquisition thereof by the Company or any Subsidiary; (d) Liens of or upon any property of a Person existing at the time such Person is merged with or into or consolidated with the Company or any Subsidiary or existing at the time of a sale or transfer of the properties of a Person as an entirety or substantially as an entirety to the Company or any Subsidiary; (e) Liens of or upon (x) any property of, or shares of Capital Stock or Indebtedness of, a Person existing at the time such Person becomes a Subsidiary or (y) any shares of Capital Stock or Indebtedness of a Joint Venture; (f) Liens to secure Indebtedness of any Subsidiary to the Company or to another Subsidiary; (g) Liens in favor of the United States of America or any State thereof, or any department, agency or instrumentality or political subdivision of the United States of America or any State thereof, or in favor of any other country or political subdivision, to secure partial, progress, advance or other payments pursuant to any contract or statute or to secure any Indebtedness incurred or guaranteed for the purpose of financing or refinancing all or any part of the purchase price of the property, shares of Capital Stock or Indebtedness subject to such Liens, or the cost of constructing or improving the property subject to such Liens (including, without limitation, Liens incurred in connection with pollution control, industrial revenue or similar financings); (h) any extension, renewal or refunding replacement (or successive extensions, renewals or replacements) in whole or in part of any Lien existing at the date of this Agreement or any Lien referred to in the foregoing clauses (a) through (g), inclusive, but only to the extent that the principal amount of Indebtedness secured thereby does not exceed the principal amount of Indebtedness so secured at the time of such extension, renewal or replacement, and that such extension, renewal or replacement is limited to all or a part of the property (plus improvements and construction on such property), shares of Capital Stock or Indebtedness which was subject to the Lien so extended, renewed or replaced; (i) Liens on accounts receivables and related assets of the Company and its Subsidiaries pursuant to a Qualified Receivables Financing; and (vj) Liens not permitted by clauses (a) through (i), so long as, at the time of incurrence of such Liens, after giving effect thereto and to the release of any Liens which are concurrently being released, the aggregate amount of Indebtedness secured thereby plus the aggregate amount (without duplication) of all Non-Guarantor Subsidiary Debt (other than Non-Guarantor Subsidiary Debt described in clauses (a) through (h) of Section 5.10) does not exceed 15% of Consolidated Net Tangible Assets as appearing in the latest balance sheet pursuant to Section 5.01(a) or (b).

Secured Debt. Create or suffer to exist, or permit any of its Restricted Subsidiaries to create or suffer to exist, any Debt secured by a Lien on (i) any Principal Property, (ii) any shares of stock of a Restricted Subsidiary or (iii) any Debt of any Restricted Subsidiary unless the Company or such Restricted Subsidiary secures or causes such Restricted Subsidiary to secure the Advances and all other amounts payable under this Agreement and the Notes equally and ratably with such secured Debt, so long as such secured Debt shall be so secured, unless after giving effect thereto the aggregate amount of all such Debt so secured does not exceed 1510% of Consolidated Net Tangible Assets at such time, provided that the foregoing restriction does not apply to Debt secured by: (i) Liens existing prior to the date hereof; (ii) Liens on property of, or on shares of stock of or Debt of, any corporation existing at the time such corporation becomes a Restricted Subsidiary; (iii) Liens in favor of the Company or any Restricted Subsidiary; (iv) Liens in favor of any governmental bodies to secure progress or advance payments; (v) Liens on property, shares of stock or Debt existing at the time of acquisition thereof (including acquisition through merger or consolidation) or to secure the payment of all or any part of the purchase price thereof or construction thereon or to secure any Debt incurred prior to, at the time of, or within 120 days after the later of the acquisition, the completion of construction, or the commencement of full operation of such property or within 120 days after the acquisition of such shares or Debt for the purpose of financing all or any part of the purchase price thereof or construction thereon; and (vi) any extension, renewal or refunding referred to in the foregoing clauses (i) to (v), inclusive.

Secured Debt. Create or suffer to exist, or permit any of its Restricted Subsidiaries or the Guarantor to create or suffer to exist, any Debt secured by a Lien on (i) any Principal Property, (ii) Property or on any shares of stock of a Restricted Subsidiary or (iii) any Debt of any Restricted Subsidiary or the Guarantor unless the Company such Loan Party or such Restricted Subsidiary secures or causes such Restricted Subsidiary or the Guarantor to secure the Advances and all other amounts payable under this Agreement and the Notes equally and ratably with such secured Debt, so long as such secured Debt shall be so secured, unless after giving effect thereto the aggregate amount of all such Debt so secured does not exceed 15% of Consolidated Net Tangible Assets at such time, Assets; provided that the foregoing restriction does not apply to Debt secured by: (i) Liens existing prior to the date hereof; (ii) Liens on property of, or on shares of stock of or Debt of, any corporation existing at the time such corporation becomes a Restricted SubsidiarySubsidiary and not created with a view to circumventing the restrictions of this Section 5.02(a); (iii) Liens in favor of the Company a Loan Party or any Restricted Subsidiary; (iv) Liens in favor of any governmental bodies to secure progress or advance payments; (v) Liens on property, shares of stock or Debt existing at the time of acquisition thereof (including acquisition through merger or consolidation) or liens securing Debt incurred to secure the payment of finance all or any part of the purchase price thereof or cost of construction thereon of property (or to secure any additions, substantial repairs, alterations or substantial improvements thereto), provided that such Lien and the Debt secured thereby are incurred prior to, at the time of, or within 120 365 days after of the later of the acquisition, the acquisition or completion of constructionconstruction (or addition, repair, alteration or the commencement of improvement) and full operation of such property or within 120 days after the acquisition of such shares or Debt for the purpose of financing all or any part of the purchase price thereof or construction thereonthereof; and (vi) any extension, renewal or refunding of Debt referred to in the foregoing clauses (i) to (v)

Secured Debt. Create or suffer to exist, or permit any of its Restricted Subsidiaries or the Guarantor to create or suffer to exist, any Debt secured by a Lien on (i) any Principal Property, (ii) Property or on any shares of stock of a Restricted Subsidiary or (iii) any Debt of any Restricted Subsidiary or the Guarantor unless the Company such Loan Party or such Restricted Subsidiary secures or causes such Restricted Subsidiary or the Guarantor to secure the Advances and all other amounts payable under this Agreement and the Notes equally and ratably with such secured Debt, so long as such secured Debt shall be so secured, unless after giving effect thereto the aggregate amount of all such Debt so secured does not exceed 15% of Consolidated Net Tangible Assets at such time, Assets; provided that the foregoing restriction does not apply to Debt secured by: (i) Liens existing prior to the date hereof; (ii) Liens on property of, or on shares of stock of or Debt of, any corporation existing at the time such corporation becomes a Restricted SubsidiarySubsidiary and not created with a view to circumventing the restrictions of this Section 5.02(a); (iii) Liens in favor of the Company a Loan Party or any Restricted Subsidiary; (iv) Liens in favor of any governmental bodies to secure progress or advance payments; (v) Liens on property, shares of stock or Debt existing at the time of acquisition thereof (including acquisition through merger or consolidation) or liens securing Debt incurred to secure the payment of finance all or any part of the purchase price thereof or cost of construction thereon of property (or to secure any additions, substantial repairs, alterations or substantial improvements thereto), provided that such Lien and the Debt secured thereby are incurred prior to, at the time of, or within 120 365 days after of the later of the acquisition, the acquisition or completion of constructionconstruction (or addition, repair, alteration or the commencement of improvement) and full operation of such property or within 120 days after the acquisition of such shares or Debt for the purpose of financing all or any part of the purchase price thereof or construction thereonthereof; and (vi) any extension, renewal or refunding of Debt referred to in the foregoing clauses (i) to (v), inclusive.

Secured Debt. Create The Company will not, nor will it permit any Subsidiary to, create, incur, assume or suffer to exist, exist any Lien securing Indebtedness for borrowed money or permit any guarantee thereof upon any of its Restricted Subsidiaries to create Specified Assets, whether owned at the date of this Agreement or suffer to existhereafter acquired, except for: (a) Liens existing on the Closing Date; (b) Liens of or upon any Debt secured by a Lien on (i) any Principal Propertyproperty acquired, (ii) leased, constructed or improved by, or of or upon any shares of stock of a Restricted Subsidiary Capital Stock or (iii) any Debt of any Restricted Subsidiary unless the Company or such Restricted Subsidiary secures or causes such Restricted Subsidiary to secure the Advances and all other amounts payable under this Agreement and the Notes equally and ratably with such secured DebtIndebtedness acquired by, so long as such secured Debt shall be so secured, unless after giving effect thereto the aggregate amount of all such Debt so secured does not exceed 15% of Consolidated Net Tangible Assets at such time, provided that the foregoing restriction does not apply to Debt secured by: (i) Liens existing prior to the date hereof; (ii) Liens on property of, or on shares of stock of or Debt of, any corporation existing at the time such corporation becomes a Restricted Subsidiary; (iii) Liens in favor of the Company or any Restricted Subsidiary; Subsidiary after the date of this Agreement (ivi) Liens in favor of any governmental bodies to secure progress or advance payments; (v) Liens on property, shares of stock or Debt existing at the time of acquisition thereof (including acquisition through merger or consolidation) or to secure the payment of all or any part of the purchase price of such property, shares of Capital Stock or Indebtedness upon the acquisition thereof by the Company or construction thereon any Subsidiary, or (ii) to secure any Debt incurred Indebtedness issued, assumed or guaranteed by the Company or any Subsidiary prior to, at the time of, or within 120 days one year after (1) in the case of property, the later of the acquisition, the lease, completion of construction, construction (including any improvements on existing property) or the commencement of full commercial operation of such property or within 120 days after (2) in the case of shares of Capital Stock or Indebtedness, the acquisition of such shares of Capital Stock or Debt Indebtedness, which Indebtedness is issued, assumed or guaranteed for the purpose of financing or refinancing all or any part of the purchase price of such property, shares of Capital Stock or Indebtedness and, in the case of property, the cost of construction thereof or construction improvements thereon; and; (vic) Liens of or upon any property, shares of Capital Stock or Indebtedness existing at the time of acquisition thereof by the Company or any Subsidiary; (d) Liens of or upon any property of a Person existing at the time such Person is merged with or into or consolidated with the Company or any Subsidiary or existing at the time of a sale or transfer of the properties of a Person as an entirety or substantially as an entirety to the Company or any Subsidiary; (e) Liens of or upon (x) any property of, or shares of Capital Stock or Indebtedness of, a Person existing at the time such Person becomes a Subsidiary or (y) any shares of Capital Stock or Indebtedness of a Joint Venture; (f) Liens to secure Indebtedness of any Subsidiary to the Company or to another Subsidiary; (g) Liens in favor of the United States of America or any State thereof, or any department, agency or instrumentality or political subdivision of the United States of America or any State thereof, or in favor of any other country or political subdivision, to secure partial, progress, advance or other payments pursuant to any contract or statute or to secure any Indebtedness incurred or guaranteed for the purpose of financing or refinancing all or any part of the purchase price of the property, shares of Capital Stock or Indebtedness subject to such Liens, or the cost of constructing or improving the property subject to such Liens (including, without limitation, Liens incurred in connection with pollution control, industrial revenue or similar financings); (h) any extension, renewal or refunding replacement (or successive extensions, renewals or replacements) in whole or in part of any Lien existing at the date of this Agreement or any Lien referred to in the foregoing clauses (a) through (g), inclusive, but only to the extent that the principal amount of Indebtedness secured thereby does not exceed the principal amount of Indebtedness so secured at the time of such extension, renewal or replacement, and that such extension, renewal or replacement is limited to all or a part of the property (plus improvements and construction on such property), shares of Capital Stock or Indebtedness which was subject to the Lien so extended, renewed or replaced; (i) Liens on accounts receivables, deposit accounts and related assets of the Company and its Subsidiaries in connection with a Qualified Receivables Financing; and (j) Liens securing Indebtedness for borrowed money (or guarantees thereof) not permitted by clauses (a) through (i), so long as, at the time of incurrence of such Liens, after giving effect thereto and to the release of any Liens which are concurrently being released, the aggregate principal amount of such Indebtedness secured thereby plus the aggregate principal amount (vwithout duplication) of all Non-Guarantor Subsidiary Debt (other than Non-Guarantor Subsidiary Debt described in clauses (a) through (h) of Section 5.10) does not exceed 15% of Consolidated Net Tangible Assets as appearing in the latest balance sheet delivered pursuant to Section 5.01(a) or (b).

Secured Debt. Create The Company will not, nor will it permit any Subsidiary to, create, incur, assume or suffer to existexist any Lien securing Indebtedness for borrowed money or any guarantee thereof upon any of their property or assets, whether such property is owned at the date of this Agreement or hereafter acquired, except for: (a) Liens existing on the Closing Date; (b) Liens of or upon any property acquired, leased, constructed or improved by, or permit any of its Restricted Subsidiaries to create or suffer to exist, any Debt secured by a Lien on (i) any Principal Property, (ii) upon any shares of stock of a Restricted Subsidiary Capital Stock or (iii) any Debt of any Restricted Subsidiary unless the Company or such Restricted Subsidiary secures or causes such Restricted Subsidiary to secure the Advances and all other amounts payable under this Agreement and the Notes equally and ratably with such secured DebtIndebtedness acquired by, so long as such secured Debt shall be so secured, unless after giving effect thereto the aggregate amount of all such Debt so secured does not exceed 15% of Consolidated Net Tangible Assets at such time, provided that the foregoing restriction does not apply to Debt secured by: (i) Liens existing prior to the date hereof; (ii) Liens on property of, or on shares of stock of or Debt of, any corporation existing at the time such corporation becomes a Restricted Subsidiary; (iii) Liens in favor of the Company or any Restricted Subsidiary; Subsidiary after the date of this Agreement (ivi) Liens in favor of any governmental bodies to secure progress or advance payments; (v) Liens on property, shares of stock or Debt existing at the time of acquisition thereof (including acquisition through merger or consolidation) or to secure the payment of all or any part of the purchase price of such property, shares of Capital Stock or Indebtedness upon the acquisition thereof by the Company or construction thereon any Subsidiary, or (ii) to secure any Debt incurred Indebtedness issued, assumed or guaranteed by the Company or any Subsidiary prior to, at the time of, or within 120 days one year after (1) in the case of property, the later of the acquisition, the lease, completion of construction, construction (including any improvements on existing property) or the commencement of full commercial operation of such property or within 120 days after (2) in the case of shares of Capital Stock or Indebtedness, the acquisition of such shares of Capital Stock or Debt Indebtedness, which Indebtedness is issued, assumed or guaranteed for the purpose of financing or refinancing all or any part of the purchase price of such property, shares of Capital Stock or Indebtedness and, in the case of property, the cost of construction thereof or construction improvements thereon; and; (vic) Liens of or upon any property, shares of Capital Stock or Indebtedness existing at the time of acquisition thereof by the Company or any Subsidiary; (d) Liens of or upon any property of a Person existing at the time such Person is merged with or into or consolidated with the Company or any Subsidiary or existing at the time of a sale or transfer of the properties of a Person as an entirety or substantially as an entirety to the Company or any Subsidiary; (e) Liens of or upon (x) any property of, or shares of Capital Stock or Indebtedness of, a Person existing at the time such Person becomes a Subsidiary or (y) any shares of Capital Stock or Indebtedness of a Joint Venture; (f) Liens to secure Indebtedness of any Subsidiary to the Company or to another Subsidiary; (g) Liens in favor of the United States of America or any State thereof, or any department, agency or instrumentality or political subdivision of the United States of America or any State thereof, or in favor of any other country or political subdivision, to secure partial, progress, advance or other payments pursuant to any contract or statute or to secure any Indebtedness incurred or guaranteed for the purpose of financing or refinancing all or any part of the purchase price of the property, shares of Capital Stock or Indebtedness subject to such Liens, or the cost of constructing or improving the property subject to such Liens (including, without limitation, Liens incurred in connection with pollution control, industrial revenue or similar financings); (h) any extension, renewal or refunding replacement (or successive extensions, renewals or replacements) in whole or in part of any Lien existing at the date of this Agreement or any Lien referred to in the foregoing clauses (a) through (g), inclusive, but only to the extent that the principal amount of Indebtedness secured thereby does not exceed the principal amount of Indebtedness so secured at the time of such extension, renewal or replacement, and that such extension, renewal or replacement is limited to all or a part of the property (plus improvements and construction on such property), shares of Capital Stock or Indebtedness which was subject to the Lien so extended, renewed or replaced; (i) Liens on accounts receivables and related assets of the Company and its Subsidiaries pursuant to a Qualified Receivables Financing; and (vj) Liens securing Indebtedness for borrowed money (or guarantees thereof) not permitted by clauses (a) through (i), so long as, at the time of incurrence of such Liens, after giving effect thereto and to the release of any Liens which are concurrently being released, the aggregate principal amount of such Indebtedness secured thereby plus the aggregate principal amount (without duplication) of all Non-Guarantor Subsidiary Debt (other than Non-Guarantor Subsidiary Debt described in clauses (a) through (h) of Section 5.10) does not exceed 15% of Consolidated Net Tangible Assets as appearing in the latest balance sheet delivered pursuant to Section 5.01(a) or (b).

Secured Debt. Create or suffer to existIssue, or permit any of its Restricted Subsidiaries to assume, guarantee, create or suffer to existincur any Secured Debt without effectively providing that the Term Loans (together with, if PPG shall so determine, any Debt secured by a Lien on (i) any Principal Property, (ii) any shares other Indebtedness of stock of a Restricted Subsidiary or (iii) any Debt of any Restricted Subsidiary unless the Company PPG or such Restricted Subsidiary secures then existing or causes such Restricted Subsidiary to secure thereafter created ranking equally with the Advances and all other amounts payable under this Agreement and the Notes Term Loans, including Guarantees of Indebtedness of others) shall be secured equally and ratably with (or prior to) such secured Debt, Secured Debt so long as such secured Secured Debt shall be so secured, unless after giving effect thereto the aggregate amount of all such Debt so secured does not exceed 15% of Consolidated Net Tangible Assets at such time, provided except that the foregoing restriction does this Section 5.02(c) shall not apply to Secured Debt secured by: (i) Liens existing prior to the date hereof; (ii) Liens mortgages on property of, or on shares of stock of or Debt of, any corporation existing at the time such corporation becomes a Restricted Subsidiary; (iiiii) Liens in favor of the Company or any Restricted Subsidiary; (iv) Liens in favor of any governmental bodies to secure progress or advance payments; (v) Liens mortgages on property, shares of stock or Debt property existing at the time of acquisition thereof (including acquisition through merger or consolidation) or to secure the payment of all or any part of the purchase price thereof or construction thereon or to secure any Debt Indebtedness incurred prior to, at the time of, of or within 120 days after the later of the acquisition, the completion of construction, or the commencement of full operation of such property or within 120 90 days after the acquisition of such shares or Debt property for the purpose of financing all or any part of the purchase price thereof thereof; (iii) mortgages on particular property to secure Indebtedness incurred in financing all or any part of the cost of exploration or development of such property, or to secure all or any part of the cost of improvements to such property which is, in the opinion of the board of directors of PPG, substantially unimproved, or to secure any Indebtedness incurred to provide funds for such purpose; (iv) mortgages on property in favor of the United States of America or any State thereof, or any other country, or any political subdivision of any of the foregoing, to secure payments pursuant to any contract or statute or to secure any Indebtedness incurred for the purpose of financing all or any part of the purchase price or the cost of construction thereonof the property subject to such mortgages; (v) mortgages which secure Indebtedness owing to PPG or a Wholly-owned Restricted Subsidiary by a Subsidiary of PPG; and (vi) any extension, renewal or refunding replacement (or successive extensions, renewals or replacements), in whole or in part, of any mortgage referred to in the foregoing clauses (i) to (v), inclusive, or of any Indebtedness secured thereby; provided that such extension, renewal or replacement mortgage shall be limited to all or any part of the same property that secured the mortgage extended, renewed or replaced (plus improvements on such property).

Secured Debt. Create or suffer to exist, or permit any of its Restricted Subsidiaries or the Guarantor to create or suffer to exist, any Debt secured by a Lien on (i) any Principal Property, (ii) Property or on any shares of stock of a Restricted Subsidiary or (iii) any Debt of any Restricted Subsidiary or the Guarantor unless the Company such Loan Party or such Restricted Subsidiary secures or causes such Restricted Subsidiary or the Guarantor to secure the Advances and all other amounts payable under this Agreement and the Notes equally and ratably with such secured Debt, so long as such secured Debt shall be so secured, unless after giving effect thereto the aggregate amount of all such Debt so secured does not exceed 15% of Consolidated Net Tangible Assets at such time, Assets; provided that the foregoing restriction does not apply to Debt secured by: (i) Liens existing prior to the date hereofOriginal Closing Date; (ii) Liens on property of, or on shares of stock of or Debt of, any corporation existing at the time such corporation becomes a Restricted SubsidiarySubsidiary and not created with a view to circumventing the restrictions of this Section 5.02(a); (iii) Liens in favor of the Company a Loan Party or any Restricted Subsidiary; (iv) Liens in favor of any governmental bodies to secure progress or advance payments; (v) Liens on property, shares of stock or Debt existing at the time of acquisition thereof (including acquisition through merger or consolidation) or liens securing Debt incurred to secure the payment of finance all or any part of the purchase price thereof or cost of construction thereon of property (or to secure any additions, substantial repairs, alterations or substantial improvements thereto), provided that such Lien and the Debt secured thereby are incurred prior to, at the time of, or within 120 365 days after of the later of the acquisition, the acquisition or completion of constructionconstruction (or addition, repair, alteration or the commencement of improvement) and full operation of such property or within 120 days after the acquisition of such shares or Debt for the purpose of financing all or any part of the purchase price thereof or construction thereonthereof; and (vi) any extension, renewal or refunding of Debt referred to in the foregoing clauses (i) to (v), inclusive.

Secured Debt. Create The Company will not, nor will it permit any Subsidiary to, create, incur, assume or suffer to existexist any Lien securing Indebtedness for borrowed money or any guarantee thereof upon any of their property or assets, whether such property is owned at the date of this Agreement or hereafter acquired, except for: (a) Liens existing on the Closing Date; (b) Liens of or upon any property acquired, leased, constructed or improved by, or permit any of its Restricted Subsidiaries to create or suffer to exist, any Debt secured by a Lien on (i) any Principal Property, (ii) upon any shares of stock of a Restricted Subsidiary Capital Stock or (iii) any Debt of any Restricted Subsidiary unless the Company or such Restricted Subsidiary secures or causes such Restricted Subsidiary to secure the Advances and all other amounts payable under this Agreement and the Notes equally and ratably with such secured DebtIndebtedness acquired by, so long as such secured Debt shall be so secured, unless after giving effect thereto the aggregate amount of all such Debt so secured does not exceed 15% of Consolidated Net Tangible Assets at such time, provided that the foregoing restriction does not apply to Debt secured by: (i) Liens existing prior to the date hereof; (ii) Liens on property of, or on shares of stock of or Debt of, any corporation existing at the time such corporation becomes a Restricted Subsidiary; (iii) Liens in favor of the Company or any Restricted Subsidiary; Subsidiary after the date of this Agreement (ivi) Liens in favor of any governmental bodies to secure progress or advance payments; (v) Liens on property, shares of stock or Debt existing at the time of acquisition thereof (including acquisition through merger or consolidation) or to secure the payment of all or any part of the purchase price of such property, shares of Capital Stock or Indebtedness upon the acquisition thereof by the Company or construction thereon any Subsidiary, or (ii) to secure any Debt incurred Indebtedness issued, assumed or guaranteed by the Company or any Subsidiary prior to, at the time of, or within 120 days one year after (1) in the case of property, the later of the acquisition, the lease, completion of construction, construction (including any improvements on existing property) or the commencement of full commercial operation of such property or within 120 days after (2) in the case of shares of Capital Stock or Indebtedness, the acquisition of such shares of Capital Stock or Debt Indebtedness, which Indebtedness is issued, assumed or guaranteed for the purpose of financing or refinancing all or any part of the purchase price of such property, shares of Capital Stock or Indebtedness and, in the case of property, the cost of construction thereof or construction improvements thereon; and; (vic) Liens of or upon any property, shares of Capital Stock or Indebtedness existing at the time of acquisition thereof by the Company or any Subsidiary; (d) Liens of or upon any property of a Person existing at the time such Person is merged with or into or consolidated with the Company or any Subsidiary or existing at the time of a sale or transfer of the properties of a Person as an entirety or substantially as an entirety to the Company or any Subsidiary; (e) Liens of or upon (x) any property of, or shares of Capital Stock or Indebtedness of, a Person existing at the time such Person becomes a Subsidiary or (y) any shares of Capital Stock or Indebtedness of a Joint Venture; (f) Liens to secure Indebtedness of any Subsidiary to the Company or to another Subsidiary; (g) Liens in favor of the United States of America or any State thereof, or any department, agency or instrumentality or political subdivision of the United States of America or any State thereof, or in favor of any other country or political subdivision, to secure partial, progress, advance or other payments pursuant to any contract or statute or to secure any Indebtedness incurred or guaranteed for the purpose of financing or refinancing all or any part of the purchase price of the property, shares of Capital Stock or Indebtedness subject to such Liens, or the cost of constructing or improving the property subject to such Liens (including, without limitation, Liens incurred in connection with pollution control, industrial revenue or similar financings); (h) any extension, renewal or refunding replacement (or successive extensions, renewals or replacements) in whole or in part of any Lien existing at the date of this Agreement or any Lien referred to in the foregoing clauses (a) through (g), inclusive, but only to the extent that the principal amount of Indebtedness secured thereby does not exceed the principal amount of Indebtedness so secured at the time of such extension, renewal or replacement, and that such extension, renewal or replacement is limited to all or a part of the property (plus improvements and construction on such property), shares of Capital Stock or Indebtedness which was subject to the Lien so extended, renewed or replaced; (i) Liens on accounts receivables and related assets of the Company and its Subsidiaries pursuant to a Qualified Receivables Financing; and (vj) Liens not permitted by clauses (a) through (i), so long as, at the time of incurrence of such Liens, after giving effect thereto and to the release of any Liens which are concurrently being released, the aggregate amount of Indebtedness secured thereby plus the aggregate amount (without duplication) of all Non-Guarantor Subsidiary Debt (other than Non-Guarantor Subsidiary Debt described in clauses (a) through (g) of Section 5.10) does not exceed 15% of Consolidated Net Tangible Assets as appearing in the latest balance sheet pursuant to Section 5.01(a) or (b).

Secured Debt. Create or suffer to existIssue, or permit any of its Restricted Subsidiaries to assume, guarantee, create or suffer to existincur any Secured Debt without effectively providing that the Term Loan (together with, if PPG shall so determine, any Debt secured by a Lien on (i) any Principal Property, (ii) any shares other Indebtedness of stock of a Restricted Subsidiary or (iii) any Debt of any Restricted Subsidiary unless the Company PPG or such Restricted Subsidiary secures then existing or causes such Restricted Subsidiary to secure thereafter created ranking equally with the Advances and all other amounts payable under this Agreement and the Notes Term Loan, including Guarantees of Indebtedness of others) shall be secured equally and ratably with (or prior to) such secured Debt, Secured Debt so long as such secured Secured Debt shall be so secured, unless after giving effect thereto the aggregate amount of all such Debt so secured does not exceed 15% of Consolidated Net Tangible Assets at such time, provided except that the foregoing restriction does this Section 5.02(c) shall not apply to Secured Debt secured by: (i) Liens existing prior to the date hereof; (ii) Liens mortgages on property of, or on shares of stock of or Debt of, any corporation existing at the time such corporation becomes a Restricted Subsidiary; (iiiii) Liens in favor of the Company or any Restricted Subsidiary; (iv) Liens in favor of any governmental bodies to secure progress or advance payments; (v) Liens mortgages on property, shares of stock or Debt property existing at the time of acquisition thereof (including acquisition through merger or consolidation) or to secure the payment of all or any part of the purchase price thereof or construction thereon or to secure any Debt Indebtedness incurred prior to, at the time of, of or within 120 days after the later of the acquisition, the completion of construction, or the commencement of full operation of such property or within 120 90 days after the acquisition of such shares or Debt property for the purpose of financing all or any part of the purchase price thereof thereof; (iii) mortgages on particular property to secure Indebtedness incurred in financing all or any part of the cost of exploration or development of such property, or to secure all or any part of the cost of improvements to such property which is, in the opinion of the board of directors of PPG, substantially unimproved, or to secure any Indebtedness incurred to provide funds for such purpose; (iv) mortgages on property in favor of the United States of America or any State thereof, or any other country, or any political subdivision of any of the foregoing, to secure payments pursuant to any contract or statute or to secure any Indebtedness incurred for the purpose of financing all or any part of the purchase price or the cost of construction thereonof the property subject to such mortgages; (v) mortgages which secure Indebtedness owing to PPG or a Wholly-owned Restricted Subsidiary by a Subsidiary of PPG; and (vi) any extension, renewal or refunding replacement (or successive extensions, renewals or replacements), in whole or in part, of any mortgage referred to in the foregoing clauses (i) to (v), inclusive, or of any Indebtedness secured thereby; provided that such extension, renewal or replacement mortgage shall be limited to all or any part of the same property that secured the mortgage extended, renewed or replaced (plus improvements on such property).

Secured Debt. Create or suffer to exist, or permit any of its Restricted Subsidiaries to create or suffer to exist, any Debt secured by a Lien on (i) any Principal Property, (ii) Property or on any shares of stock of a Restricted Subsidiary or (iii) any Debt of any Restricted Subsidiary unless the Company such Loan Party or such Restricted Subsidiary secures or causes such Restricted Subsidiary to secure the Advances and all other amounts payable under this Agreement and the Notes equally and ratably with such secured Debt, so long as such secured Debt shall be so secured, unless after giving effect thereto the aggregate amount of all such Debt so secured does not exceed 15% of Consolidated Net Tangible Assets at such timeAssets, provided that the foregoing restriction does not apply to Debt secured by: (i) Liens existing prior to the date hereof; (ii) Liens on property of, or on shares of stock of or Debt of, any corporation existing at the time such corporation becomes a Restricted Subsidiary; (iii) Liens in favor of the Company a Loan Party or any Restricted Subsidiary; (iv) Liens in favor of any governmental bodies to secure progress or advance payments; (v) Liens on property, shares of stock or Debt existing at the time of acquisition thereof (including acquisition through merger or consolidation) or liens securing Debt incurred to secure the payment of finance all or any part of the purchase price thereof or cost of construction thereon of property (or to secure any additions, substantial repairs, alterations or substantial improvements thereto), provided that such Lien and the Debt secured thereby are incurred prior to, at the time of, or within 120 365 days after of the later of the acquisition, the acquisition or completion of constructionconstruction (or addition, repair, alteration or the commencement of improvement) and full operation of such property or within 120 days after the acquisition of such shares or Debt for the purpose of financing all or any part of the purchase price thereof or construction thereonthereof; andor (vi) any extension, renewal or refunding of Debt referred to in the foregoing clauses (i) to (v), inclusive.