Permitted Encumbrances definition
Permitted Encumbrances means:
Permitted Encumbrances has the meaning set forth in Section 3.10(a).
Permitted Encumbrances means (a) liens for taxes not yet due or delinquent or the validity or amount of which is being contested in good faith by appropriate proceedings and for which adequate accruals or reserves have been established in accordance with GAAP on the applicable financial statements; (b) mechanics’, materialmens’, carriers’, workers’, repairers’ and other similar Encumbrances or security obligations incurred in the ordinary course of business and arising by operation of law or the validity or amount of which is being contested in good faith by appropriate proceedings; (c) pledges, deposits or other Encumbrances securing the performance of bids, trade Contracts, leases or statutory obligations (including workers’ compensation, unemployment insurance or other social security legislation); (d) Encumbrances and other imperfections of title that do not materially impair the use or occupancy of the property to which they relate in the conduct of the business of the Company and its Subsidiaries as currently conducted; (e) Encumbrances arising under conditional sales Contracts and equipment leases with third parties and other Encumbrances arising on assets and products sold in the ordinary course of business consistent with past practice and non-exclusive licenses of Intellectual Property entered into in the ordinary course of business consistent with past practice; (f) landlords’ liens and Encumbrances on leases, subleases, easements, licenses, rights of use, rights to access and rights of way arising therefrom or benefiting or created by any superior estate, right or interest; (g) any zoning, entitlement, conservation restriction and other land use and environmental regulations by governmental authorities; (h) all covenants, conditions, restrictions, easements, charges, rights-of-way and other similar matters of record or that would be disclosed by an accurate survey or inspection of the real property, in each case that do not materially impair the use or occupancy of the property to which they relate in the conduct of the business of the Company and its Subsidiaries as currently conducted; (i) Encumbrances identified in the financial statements included or incorporated by reference in the Commission Documents; (j) Encumbrances created or incurred under the equipment financing arrangements or equipment loans; and (k) Encumbrances on equity or debt securities resulting from applicable securities laws.
Examples of Permitted Encumbrances in a sentence
All of the outstanding shares of capital stock of, or equity interests in, each of the Subsidiaries of Parent are duly authorized, validly issued, fully paid, nonassessable and free of preemptive rights, and all such shares and equity interests are owned of record and beneficially, directly or indirectly, by Parent free and clear of all Encumbrances, other than Permitted Encumbrances or arising pursuant to applicable securities Legal Requirements.
All of the outstanding shares of capital stock of, or equity interests in, each of the Subsidiaries of the Company are duly authorized, validly issued, fully paid, nonassessable and free of preemptive rights, and all such shares and equity interests (other than the OpCo common units owned by Rhino) are owned of record and beneficially, directly or indirectly, by the Company free and clear of all Encumbrances, other than Permitted Encumbrances or arising pursuant to applicable securities Legal Requirements.
More Definitions of Permitted Encumbrances
Permitted Encumbrances means (i) any restriction on transfer arising under applicable law, (ii) liens for Taxes (which are not related to income, sales, or withholding Taxes), assessments and other governmental charges not yet due and payable or due but not delinquent as of the Closing Date or being contested in good faith by appropriate proceedings, (ii) mechanic's, workmen's, repairmen's, warehousemen's, carriers, or other like Liens arising or incurred in the Ordinary Course of Business for amounts which are not delinquent and which will not individually or in the aggregate materially impair the operation of the Timberlands Assets, original purchase price conditional sales contracts and equipment leases with third parties entered into in the Ordinary Course of Business, (iii) Liens of landlords and licensors with respect to the property leased or licensed, (iv) Liens under the Senior Credit Facility or the Indenture (all of which will be released at or prior to the Closing), (v) with respect to the Timberlands Properties, (A) easements, quasi-easements, licenses, covenants, rights-of-way, and other agreements, conditions, restrictions or other matters (but not including any other type of Liens) shown in the Title Commitments, (B) easements, quasi-easements, licenses, covenants, rights-of-way and other similar restrictions, including any other agreements, conditions, restrictions, or other matters (but not including any other type of Liens) which would be shown by a current title report or other similar report or listing, (C) any conditions that may be shown by a current survey, title report or physical inspection, and (D) zoning, building and other similar restrictions, none of which Encumbrances in (B) through (D) materially impairs the uses of the Timberlands Properties as currently used in the Timberlands Business or materially detracts from the value thereof as currently used in the Timberlands Business, and (vi) with respect to the Timberlands Assets, such encroachments, boundary line disputes, access restrictions or absence of access, and adverse possession claims which are common to commercial timberlands and will not individually or in the aggregate materially impair the operation of the Timberlands Assets or materially detract from the value of the Timberlands Assets. Notwithstanding any of the foregoing to the contrary, in no event shall the term "Permitted Encumbrances" include any encumbrance or other matter which (x) materially and adversely affects the encumbere...
Permitted Encumbrances means any of the following:
Permitted Encumbrances has the meaning specified in the Mortgages.
Permitted Encumbrances shall not include any Lien securing Indebtedness.
Permitted Encumbrances shall have the meaning set forth in Section 2.05(a) hereof.
Permitted Encumbrances means the following:
Permitted Encumbrances means the following encumbrances: (a) Liens for taxes or assessments or other governmental Charges not yet due and payable or which are being contested in accordance with Section 5.2(b); (b) pledges or deposits of money securing statutory obligations under workmen's compensation, unemployment insurance, social security or public liability laws or similar legislation (excluding Liens under ERISA); (c) pledges or deposits of money securing bids, tenders, contracts (other than contracts for the payment of money) or leases to which any Credit Party is a party as lessee made in the ordinary course of business; (d) inchoate and unperfected workers', mechanics' or similar liens arising in the ordinary course of business, so long as such Liens attach only to Equipment, Fixtures and/or Real Estate; (e) carriers', warehousemen's, suppliers' or other similar possessory liens arising in the ordinary course of business and securing liabilities in an outstanding aggregate amount not in excess of $250,000 at any time, so long as such Liens attach only to Inventory; (f) deposits securing, or in lieu of, surety, appeal or customs bonds in proceedings to which any Credit Party is a party; (g) any attachment or judgment lien not constituting an Event of Default under Section 8.1(j); (h) zoning restrictions, easements, licenses, or other restrictions on the use of any Real Estate or other minor irregularities in title (including leasehold title) thereto, so long as the same do not materially impair the use, value, or marketability of such Real Estate; (i) presently existing or hereafter created Liens in favor of Agent, on behalf of Lenders; (j) licenses, leases or subleases granted to other Persons not interfering in any material respect with the business of Borrower or any of its Subsidiaries; (k) bankers' Liens, rights of setoff and similar Liens incurred on deposits made in the ordinary course of business; (l) Liens arising from precautionary UCC financing statements regarding operating leases; and (m) Liens expressly permitted under clauses (b), (c) and (d) of Section 6.7 of the Agreement.