Coach 2006 Annual Report Download - page 110

(a) Indebtedness to the Lenders, the Issuing Lender and the Administrative Agent arising under any of the Loan Documents;
(b) endorsements for collection, deposit or negotiation and warranties of products or services, in each case incurred in the ordinary course
of business;
(c) Indebtedness existing on the date hereof and listed and described on Schedule 9.1 hereto;
(d) Indebtedness incurred in connection with guarantees and/or comfort letters issued by the Borrower in respect of obligations of its
Subsidiaries or Joint Ventures, provided that the aggregate amount of such Indebtedness of the Borrower shall not exceed $50,000,000 at any one
time;
(e) Indebtedness in respect of (i) derivative contracts described in clause (h) of the definition of the term “Indebtedness” consisting of foreign
exchange contracts entered into in the ordinary course of business and for non-speculative purposes, and (ii) any guarantees made by the Borrower of
the contracts described in clause (i) of this Section 9.1(e) entered into by Subsidiaries;
(f) Indebtedness in respect of Capitalized Leases and Synthetic Leases, provided that the aggregate principal amount of such Indebtedness
of the Borrower shall not exceed the aggregate amount of $25,000,000 at any one time;
(g) Indebtedness in respect of letters of credit in the ordinary course of business (other than Letters of Credit);
(h) Indebtedness in respect of Investments permitted pursuant to Section 9.3(g) and Section 9.3(h) hereof;
(i) Indebtedness of the type described in clause (g) of the definition of “Indebtedness” in an aggregate amount not to exceed $50,000,000 at
any time; and
(j) other Indebtedness of the Borrower and its Subsidiaries, provided that the aggregate principal amount of such Indebtedness of the
Borrower and its Subsidiaries shall not exceed the aggregate amount of $100,000,000 at any one time, and provided further that any intercompany
Indebtedness incurred solely among the Borrower and its Subsidiaries which would otherwise be permitted under Section 9.1(h) shall not be
included for the purposes of the limit on Indebtedness set forth in this Section 9.1(j).
9.2 Restrictions on Liens.
9.2.1 Permitted Liens. The Borrower will not, and will not permit any of its Subsidiaries to, (a) create or incur or suffer to be
created or incurred or to exist any Lien upon any of its property or assets of any character whether now owned or hereafter acquired, or
upon the income or profits therefrom; (b) transfer any of such property or assets or the income or profits therefrom for the purpose of
subjecting the same to the payment of Indebtedness or performance of any other obligation in priority to payment of its general creditors; (c)
acquire, or agree or have an option to acquire, any property or assets upon conditional sale or other title retention or purchase money
security agreement, device or arrangement; (d) suffer to exist for a period of more than thirty (30) days after the same shall have been
incurred any Indebtedness or claim or demand against it that if unpaid might by law or upon bankruptcy or insolvency, or otherwise, be
given any priority whatsoever over its general creditors; or (e) sell, assign, pledge or otherwise transfer any “ receivables” as defined in
clause (g) of the definition of the term “Indebtedness,” with or without recourse; provided that the Borrower or any of its Subsidiaries may
create or incur or suffer to be created or incurred or to exist:
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