Encumbrances. Seller has not previously sold, assigned, encumbered, transferred or conveyed and, except as contemplated hereby, has no obligation to sell, assign, encumber, transfer or convey, any of its right, title or interest in, to or under the Aircraft;

Encumbrances. Each Borrower and Guarantor shall not, and shall not permit any Subsidiary to, create, incur, assume or suffer to exist any security interest, mortgage, pledge, lien, charge or other encumbrance of any nature whatsoever on any of its assets or properties, including the Collateral, or file or permit the filing of, or permit to remain in effect, any financing statement or other similar notice of any security interest or lien with respect to any such assets or properties, except:

Encumbrances. The Borrowers shall have taken or caused to be taken such actions in such a manner so that the Agent has valid and perfected first priority Liens as of the Closing Date with respect to the Mortgages, subject only to Permitted Encumbrances, and the Agent shall have received satisfactory evidence thereof.

Liens on any property or asset of a Subsidiary securing Indebtedness of such Subsidiary to the Borrower or to another Subsidiary;

any Lien existing on any property or asset prior to the acquisition thereof by the Company or any of its Subsidiaries, or existing on any property of any Person that becomes a Subsidiary after the date of this Agreement prior to the time such Person becomes a Subsidiary or that is merged with or into or consolidated with the Company or any Subsidiary prior to such merger or consolidation, provided that # such Lien is not created in contemplation of or in connection with such acquisition or such Person becoming a Subsidiary or such merger, as the case may be, # such Lien shall not apply to any other property or asset of the Company or any of the Subsidiaries, and # such Lien shall secure only those obligations and liabilities that it secures on the date of such acquisition or the date such Person becomes a Subsidiary of the Company or such merger, as the case may be;

Liens existing on Effective Date; provided that any Lien securing Indebtedness or other obligations in excess of $5,000,000 individually shall only be permitted if set forth on [Schedule 6.02], and any modifications, replacements, renewals or extensions thereof; provided that # such modified, replacement, renewal or extension Lien does not extend to any additional property other than # after-acquired property that is affixed or incorporated into the property covered by such Lien and # proceeds and products thereof, and # the obligations secured or benefited by such modified, replacement, renewal or extension Lien are permitted by Section 6.01;

any Lien on any asset of the Borrower or any Restricted Subsidiary existing on the Effective Date and set forth on [Schedule 6.02] or, to the extent not listed in such Schedule, such property or assets have a fair market value that does not exceed $5,000,000 in the aggregate; provided that # such Lien shall not attach to any other asset of the Borrower or any Restricted Subsidiary other than after-acquired property that is affixed or incorporated into the property covered by such Lien and the proceeds and products thereof and # such Lien shall secure only those obligations that it secures on the Effective Date and any extensions, renewals and refinancings thereof that do not increase the outstanding principal amount thereof and, in the case of any such obligations constituting Indebtedness, that are permitted under Section 6.01 as Refinancing Indebtedness in respect thereof;

Liens on any property or asset of the Borrower, any of its Subsidiaries or any Material Associated Practice existing on the date hereof and set forth on [Schedule 7.2]; provided that such Liens shall not apply to any other property or asset of such Person;

Liens in favor of the Collateral Agent in the Equity Interests as described in [Section 2.21] securing the Subject Obligations and subject to the Intercreditor Agreement,

The Company has good and marketable title to all of its properties and assets free and clear of any payment obligation to any third party or any other lien or encumbrance .