Audiovox 2012 Annual Report Download - page 270

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The Credit Parties will not, nor will they permit any Subsidiary to, contract, create, incur, assume or permit to exist any Lien
with respect to any of their respective property or assets of any kind (whether real or personal, tangible or intangible), whether now
owned or hereafter acquired, except for the following (the “ Permitted Liens”):
(a) Liens created by or otherwise existing under or in connection with this Agreement or the other Credit Documents
in favor of the Administrative Agent on behalf of the Secured Parties;
(b) Liens in favor of a Bank Product Provider in connection with a Bank Product; provided that such Liens shall secure
the Credit Party Obligations on a pari passu basis;
(c) Liens securing purchase money Indebtedness and Capital Lease Obligations (and refinancings thereof) to the extent
permitted under Section 6.1(c); provided, that (i) any such Lien attaches to such property concurrently with or within thirty
(30) days after the acquisition thereof and (ii) such Lien attaches solely to the property so acquired in such transaction;
(d) Liens for taxes, assessments, charges or other governmental levies not yet due or as to which the period of grace
(not to exceed sixty (60) days), if any, related thereto has not expired or which are being contested in good faith by appropriate
proceedings; provided that adequate reserves with respect thereto are maintained on the books of any Credit Party or its
Subsidiaries, as the case may be, in conformity with GAAP;
(e) statutory Liens such as carriers', warehousemen's, mechanics', materialmen's, landlords', repairmen's or other
like Liens arising in the ordinary course of business which are not overdue for a period of more than forty-five (45) days or
which are being contested in good faith by appropriate proceedings; provided that a reserve or other appropriate provision shall
have been made therefor and the aggregate amount of such Liens is less than $500,000;
(f) pledges or deposits in connection with workers' compensation, unemployment insurance and other social security
legislation (other than any Lien imposed by ERISA) and deposits securing liability to insurance carriers under insurance or self-
insurance arrangements in an aggregate amount not to exceed $1,500,000;
(g) Liens on amounts deposited to secure a Borrower's obligations in connection with the making or entering into of
bids, tenders, or leases in the ordinary course of business and not in connection with the borrowing of money;
(h) easements, rights of way, restrictions and other similar encumbrances affecting real property which, in the
aggregate, are not substantial in amount, and which 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;
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