Permitted Lien

Permitted Lien. As of any particular time with respect to the Company and each of its direct and indirect Subsidiaries, (i) Liens of taxes, assessments or other charges of a Governmental Authority not then delinquent or which are being contested in good faith by appropriate proceedings, (ii) Liens in favor of the Lender created pursuant to the Transaction Documents, (iii) any mechanic's, worker's, repairer's, supplier's, vendor's or like Liens securing obligations arising in the ordinary course of business (A)... that are not mature and overdue, (B) that do not materially impair the value of the Collateral provided to the Lender pursuant to the Transaction Documents and (C) that could not result in an aggregate liability in excess of $10,000, (iv) Liens arising solely by virtue of any statutory or common law provision relating to banker's liens, rights of set-off or similar rights and remedies as to deposit accounts or other funds maintained with a creditor depository institution, provided that such deposit account is not a dedicated cash collateral account. View More

Permitted Lien. (i) any liens arising under Grantor's Senior Credit Facility; (ii) purchase money security interests to secure purchase money indebtedness of Grantor, so long as such security interests arise or are created (A) in the ordinary course of business and consistent with past practices and (B) substantially contemporaneously with the purchase or acquisition by Grantor of the respective property or assets to which such security interests relate and the incurrence of the respective purchase money... indebtedness which such security interests secure, secure only the respective purchase money indebtedness so incurred by Grantor to enable Grantor to so purchase or acquire such property or assets, and no other indebtedness, and encumber only the respective property or assets so purchased or acquired, and no other property or assets of Grantor; (iii) any liens arising in connection with capital leases or equipment financing arrangements of Grantor; (iv) liens acquired with liabilities assumed by Grantor in connection with acquisitions of existing businesses, business divisions, or assets, in whole or in part after the date hereof; (v) carriers', warehousemen's, mechanics', materialmen's, repairmen's, processor's, landlord's liens or other like liens arising in the ordinary course of business that are not overdue for a period of more than thirty (30) days or which are being contested in good faith by appropriate proceedings; (vi) liens arising in connection with worker's compensation, unemployment insurance, old age pensions and social security benefits and similar statutory obligations (excluding liens arising under ERISA), provided that no enforcement proceedings in respect of such liens are pending and provisions have been made for the payment of such liens on the books of such person as may be required by generally accepted accounting principles; (vii) liens of an immaterial nature for taxes, fees, assessments or other governmental charges or levies, either not delinquent or being contested in good faith by appropriate proceedings; (viii) licenses or sublicenses granted to others in the ordinary course of business if such are otherwise permitted hereunder and do not interfere in any material respect with Grantor's business; and (ix) (A) liens incurred in the ordinary course of business to secure the performance of statutory obligations arising in connection with progress payments or advance payments due under contracts with the United States government or any agency thereof entered into in the ordinary course of business and (B) liens incurred or deposits made in the ordinary course of business to secure the performance of statutory obligations, bids, leases, fee and expense arrangements with trustees and fiscal agents, trade contracts, surety and appeal bonds, performance bonds and other similar obligations (exclusive of obligations incurred in connection with the borrowing of money, any lease-purchase arrangements or the payment of the deferred purchase price of property), provided, that in each case full provision for the payment of all such obligations; provided, however, that, notwithstanding the foregoing, and only following the date that all Senior Debt (as defined in the Subordination Agreement) has been paid in full in cash and Bridge Bank's obligation to lend under the Senior Credit Facility has terminated, a Permitted Lien shall not include any lien, encumbrance or other interest which would cause, or could reasonably be expected to cause, a Material Adverse Effect. View More

Permitted Lien. Any: (a) Lien for any tax, assessment or other governmental charge that is not yet due and payable or that may thereafter be paid without penalty; or (b) mechanic's, materialmen's, landlord's or similar Lien arising or incurred in the ordinary course of business of the applicable Person that secures any amount that is not overdue; or (c) any license to intellectual property rights

Permitted Lien. Any lien for Taxes, governmental charges or levies not yet due or delinquent or being contested in good faith by appropriate proceedings for which adequate reserves have been established in accordance with GAAP, (ii) any imperfections of title, easements, rights of way or similar liens, zoning laws or land use restrictions as normally exist with respect to property similar in character to the property affected thereby and which individually or in the aggregate with other such liens, zoning laws... or land use restrictions do not materially impair the value or marketability of the property subject to such liens, zoning laws or land use restrictions or interfere with the use of such property in the conduct of the business of the Company and which do not secure obligations for money borrowed, (iii) liens imposed by any law, such as mechanic's, materialman's, landlord's, warehouseman's and carrier's liens, securing obligations incurred in the ordinary course of business which are not yet overdue or which are being diligently contested in good faith by appropriate proceedings and, with respect to such obligations which are being contested, for which the Company has set aside adequate reserves, if appropriate, and (iv) any lien resulting from purchase by the Company of goods in the ordinary course of business as to which liens are not filed of record. View More

Permitted Lien. Any (i) Lien arising under this Agreement, (ii) applicable restrictions on transfer under the Securities Act of 1933, as amended, and (iii) Lien arising under the OpCo LLC Agreement that do not prohibit the transactions contemplated by this Agreement

Permitted Lien. Any (i) Lien arising under this Agreement and (ii) any applicable restrictions on transfer under the Securities Act of 1933

Permitted Lien. With respect to any Company, any of the following: (a) mechanics and materialman Liens and other statutory Liens (including Liens for taxes, fees, assessments and other governmental charges or levies) in respect of any amount (i) which is not at the time overdue or (ii) which may be overdue but the validity of which is being contested at the time in good faith by appropriate proceedings and for which such Company has maintained adequate reserves, in each case so long as the holder of such Lien... has not taken any action to foreclose or otherwise exercise any remedies with respect to such Lien; (b) with respect to Dragonwave-X, those Liens on its assets to secure Indebtedness owing in the original principal amount of $2,000,000 to Eudora Partners LLC (as more fully described in Schedule 3.12 to the SPA); (c) with respect to Azcoms, those Liens on its assets to secure Indebtedness owing to Terracotta Credit REIT, LLC in the original principal amount of $5,355,000 (as more fully described in Schedule 3.12 to the SPA); and (d) Liens which are permitted in writing by the Secured Party in its sole and absolute discretion. View More

Permitted Lien. Any of the following: (a) mechanics and materialman Liens and other statutory Liens (including Liens for taxes, fees, assessments and other governmental charges or levies) in respect of any amount (i) which is not at the time overdue or (ii) which may be overdue but the validity of which is being contested at the time in good faith by appropriate proceedings and for which the Company has maintained adequate reserves, in each case so long as the holder of such Lien has not taken any action to... foreclose or otherwise exercise any remedies with respect to such Lien; (b) Liens in favor of the Secured Party; (c) Liens existing on the Closing Date and listed on Schedule 1 hereto and any renewals or extensions thereof, provided that (i) the property covered thereby is not changed, (ii) the amount secured or benefited thereby is not increased, (iii) the direct or any contingent obligor with respect thereto is not changed and (iv) any renewal or extension of the obligation secured or benefited thereby is permitted to be incurred under the Transaction Documents; (d) Liens securing judgments for the payment of money not constituting an Event of Default; (e) Liens securing Indebtedness or other liabilities in respect of capital leases, synthetic lease obligations and purchase money obligations for fixed or capital assets, provided that (i) the aggregate amount of all such Indebtedness or other liabilities at any time outstanding does not exceed $2,000,000, (ii) such Liens do not at any time encumber any property other than the property financed by such Indebtedness and (ii) the Indebtedness secured thereby does not exceed the cost or fair market value, whichever is lower, of the property being acquired on the date of acquisition; (f) leases, licenses, subleases or sublicenses granted to others in the ordinary course of business that do no (i) interfere in any material respect with the ordinary conduct of the business of the Company and it subsidiaries, or (ii) secure any Indebtedness; (g) Liens in favor of customs and revenue authorities arising as a matter of law to secure payment of customs duties in connection with the importation of goods in the ordinary course of business; (h) Liens (i) of a collecting bank arising under Section 4-210 of the Uniform Commercial Code on items in the course of collection, and (ii) in favor of a banking institution arising as a matter of law encumbering deposits (including the right of setoff) that are customary in the banking industry; (i) easements, rights-of-way, restrictions and similar encumbrances affecting real property that, in the aggregate, are not substantial in amount, and that do not in any case materially detract from the value of the property subject thereto or materially interfere with the ordinary conduct of the business of the applicable Person, and any zoning or similar law or right reserved to or vested in any governmental authority to control or regulate the use of any real property that does not materially interfere with the ordinary conduct of the business of the Company and its subsidiaries; (j) deposits to secure the performance of bids, trade contracts and leases (other than Indebtedness), statutory obligations, surety and appeal bonds, performance bonds or other obligations of a like nature incurred in the ordinary course of business consistent with past practices; (k) Liens on cash or cash equivalents pledged to secure or otherwise support obligations of the Company or any of its subsidiaries (other than obligations with respect to borrowed money) arising in the ordinary course of business; (l) Liens on insurance proceeds securing the payment of financed insurance premiums that are promptly paid on or before the date they become due (provided that such Liens extend only to such insurance proceeds and not to any other property or assets) arising in the ordinary course of business; and (m) Liens which are permitted in writing by the Secured Party in its sole and absolute discretion. View More

Permitted Lien. Means (i) any Lien that does not materially affect the value of the property subject to the Lien and does not materially interfere with the use made and proposed to be made of such property by the Company and the Subsidiaries, (ii) any Lien for taxes not yet due or delinquent or being contested in good faith by appropriate proceedings for which adequate reserves have been established in the Company’s financial statements, (iii) any statutory Lien arising in the ordinary course of business by... operation of law with respect to a liability that is not yet due or delinquent, (iv) any minor imperfections in title, zoning restriction or similar Lien with respect to real property, or (v) any Lien pursuant to the Company’s and its Subsidiaries’ secured loans or credit facilities that are disclosed in the SEC Reports View More