Neiman Marcus 2003 Annual Report Download - page 158

(14) any extension, renewal or replacement (or successive extensions, renewals or replacements) in whole or in
part of any Lien referred to in clauses (1) through (13) above, so long as the principal amount of the debt secured thereby
does not exceed the principal amount of debt so secured at the time of the extension, renewal or replacement (except that,
where an additional principal amount of debt is incurred to provide funds for the completion of a specific project, the
additional principal amount, and any related financing costs, may be secured by the Lien as well) and the Lien is limited to all
or part of the same property subject to the Lien so extended, renewed or replaced (plus improvements on the property); and
(15) any Lien not permitted by clauses (1) through (14) above securing debt which, together with the aggregate
outstanding principal amount of all other debt of the Company and its Restricted Subsidiaries which would otherwise be
subject to the foregoing restrictions and the aggregate Value of existing Sale and Leaseback Transactions which would be
subject to the restrictions of Section 1007 but for this clause (15), does not at any time exceed 15% of Consolidated Net
Assets.
Section 10.17. Limitation on Sale and Leasebacks. The Company shall not enter into any Sale and Leaseback Transaction
involving a Principal Property of the Company or any Restricted Subsidiary, nor permit any Restricted Subsidiary so to do, unless
either:
(1) the Company or such Restricted Subsidiary would be entitled to incur debt, in a principal amount at least
equal to the Value of such Sale and Leaseback Transaction, which is secured by Liens on the property to be leased (without
equally and ratably securing the outstanding Securities) because such Liens would be of such character that no violation of
any of the provisions of Section 1006 would result, or
(2) the Company during the 180 days immediately following the effective date of such Sale and Leaseback
Transaction causes to be applied to either (i) the voluntary retirement of Funded Debt (whether by redemption, defeasance,
repurchase, or otherwise) an amount equal to the Value of such Sale and Leaseback Transaction, or (ii) the purchase of other
property which will constitute "Principal Property" having a fair value, as determined by the Company, at least equal to the
Value of such Sale and Leaseback Transaction; or
(3) the Company or a Restricted Subsidiary shall deliver to the Trustee or other applicable trustee for
cancellation Securities or Funded Debt in an aggregate principal amount at least equal to the Value of such Sale and
Leaseback Transaction.
Section 10.18. Waiver of Certain Covenants. The Company may omit in respect of any series of Securities, in any particular
instance, to comply with any covenant or condition set forth in Sections 1006 and 1007, if before or after the time for such compliance
the Holders of at least a majority in principal amount of the Securities at the time Outstanding of such series shall, by Act of such
Securityholders, either waive such compliance in such instance or generally waive compliance with such covenant or condition, but no
such waiver shall extend to or affect such covenant or condition except to the extent so expressly waived, and, until such waiver shall
become effective, the obligations of the Company and the duties of the Trustee in respect of any such covenant or condition shall
remain in full force and effect.
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