Create, incur, assume or suffer to exist any mortgage, pledge, lien or other charge or encumbrance (including the lien or retained security title of a conditional vendor) upon or with respect to any of its assets, or assign or otherwise convey any right to receive income, except (i) to Bank, (ii) liens in connection with workmen's compensation, unemployment insurance or other social security obligations, (iii) liens for taxes not yet due or being contested in good faith and by appropriate proceedings by the Borrower, (iv) liens or retained title of vendors to the Borrower of property hereafter acquired to secure indebtedness permitted by Section 7.1, provided that the indebtedness secured thereby does not exceed the purchase price or the fair market value thereof, whichever is less, and provided such liens do not extend to any other property of the Borrower, (v) leases or subleases granted in the ordinary course of business, and (vi) easements, rights of way, restrictions and other similar encumbrances expressly set forth in Schedule B to Bank's title insurance policy or otherwise incurred in the ordinary course of business and not interfering with the ordinary course of the business of the Borrower.  Notwithstanding the foregoing, the Bank hereby consents to any liens in favor of People's Capital and Leasing Corp., a Connecticut company ("People's Lien") on certain equipment purchased by Borrower; provided, however, the Borrower shall give Bank the first opportunity to finance any future acquisition of equipment by Borrower.  The Bank shall have thirty (30) days after receipt of written notice from the Borrower to present Borrower with a term sheet for such financing.  Borrower shall have no obligation to accept the Bank's term sheet and may pursue its financing elsewhere.