203
(20)
Liens arising under the Indenture in favor of the Trustee for its own benefit and similar Liens in favor of other
trustees, agents and representatives arising under instruments governing Indebtedness permitted to be incurred
under the Indenture,
provided, however,
that such Liens are solely for the benefit of the trustees, agents or
representatives in their capacities as such and not for the benefit of the holders of the Indebtedness;
(21)
Liens securing Hedging Obligations, which obligations are permitted by clause (8) of the second paragraph of
the covenant described under "—
Certain Covenants—Incurrence of Indebtedness and Issuance of Preferred
Stock
";
(22)
Liens upon specific items of inventory, receivables or other goods (or the proceeds thereof) of any Person
securing such Person's obligations in respect of bankers' acceptances or receivables securitizations issued or
created for the account of such Person to facilitate the purchase, shipment or storage of such inventory,
receivables or other goods (or the proceeds thereof);
(23)
Liens arising out of conditional sale, title retention, consignment or similar arrangements for the sale of assets
entered into in the ordinary course of business;
(24)
(i) mortgages, liens, security interests, restrictions, encumbrances or any other matters of record that have
been placed by any developer, landlord, contractor or other third party on property over which the Issuer or
any Restricted Subsidiary has easement rights or on any real property leased by the Issuer or any Restricted
Subsidiary (including those arising from progress or partial payments by a third party relating to such property
or assets) and subordination or similar agreements relating thereto and (ii) any condemnation or eminent
domain proceedings or compulsory purchase order affecting real property;
(25)
Liens (including put and call arrangements) on Capital Stock or other securities of any Unrestricted Subsidiary
that secure Indebtedness of such Unrestricted Subsidiary;
(26)
pledges of goods, the related documents of title and/or other related documents arising or created in the
ordinary course of the Issuer or any Restricted Subsidiary's business or operations as Liens only for
Indebtedness to a bank or financial institution directly relating to the goods or documents on or over which the
pledge exists;
(27)
limited recourse Liens in respect of the ownership interests in, or assets owned by, any joint ventures which
are not Restricted Subsidiaries securing obligations of such joint ventures;
(28)
Liens on any proceeds loan made by the Issuer or any Restricted Subsidiary in connection with any future
incurrence of Indebtedness permitted under the Indenture and securing that Indebtedness;
(29)
Liens created on any asset of the Issuer or a Restricted Subsidiary established to hold assets of any stock
option plan or any other management or employee benefit or incentive plan or unit trust of the Issuer or a
Restricted Subsidiary securing any loan to finance the acquisition of such assets;
(30)
Liens over treasury stock of the Issuer or a Restricted Subsidiary purchased or otherwise acquired for value by
the Issuer or such Restricted Subsidiary pursuant to a stock buy-back scheme or other similar plan or
arrangement;
(31)
the following ordinary course items:
(a)
leases or subleases granted to others that do not materially interfere with the ordinary course of
business of the Issuer and its Restricted Subsidiaries, taken as a whole;
(b)
landlords', carriers', warehousemen's, mechanics', materialmen's, repairmen's or the like Liens arising
by contract or statute in the ordinary course of business;
(c)
pledges or deposits made in the ordinary course of business (i) in connection with leases, tenders, bids,
statutory obligations, surety or appeal bonds, government contracts, performance bonds and similar
obligations, or (ii) in connection with workers' compensation, unemployment insurance and other
social security legislation (including, in each case, Liens to secure letters of credit issued to assure
payment of such obligations);
(d)
Liens arising from Uniform Commercial Code financing statement filings under US state law (or
similar filings under applicable jurisdictions) regarding operating leases entered into by the Issuer and
its Restricted Subsidiaries in the ordinary course of business;
(e)
Liens on insurance policies and proceeds thereof, or other deposits, to secure insurance premium
financings in the ordinary course of business;
(f)
Liens incurred in the ordinary course of business of the Issuer or any Subsidiary of the Issuer with
respect to Indebtedness at any one time outstanding that does not exceed the greater of (x) $7.5 million
and (y) 1.1% of Adjusted Consolidated Net Tangible Assets as determined on the date of incurrence of
such Indebtedness after giving
pro forma
effect to such incurrence and the application of the proceeds
therefrom;
