Supercuts 2008 Annual Report Download - page 190

by the Federal Reserve Bank of New York, or, if such rate is not so published for any day that is a Business Day, the average (rounded upwards,
if necessary, to the next 1/100 of 1%) of the quotations for such day for such transactions received by the Administrative Agent from three
Federal funds brokers of recognized standing selected by it.
" Fixed Charges " means, with respect to the Company and its Subsidiaries on a consolidated basis, as of any date of determination,
(a) interest expense paid or accrued on outstanding Indebtedness for the period of four fiscal quarters ending on the date of determination, and
(b) Rental Expense paid or accrued in such period.
" Foreign Subsidiary " means any Subsidiary of the Company other than a Domestic Subsidiary
" FRB " means the Board of Governors of the Federal Reserve System, and any Governmental Authority succeeding to any of its principal
functions.
" Funded Debt " of any Person means, without duplication, all Indebtedness of such Person.
" Further Taxes " means any and all present or future taxes, levies, assessments, imposts, duties, deductions, fees, withholdings or similar
charges (including net income taxes and franchise taxes), and all liabilities with respect thereto, imposed by any jurisdiction on account of
amounts payable or paid pursuant to Section 4.01 .
" FX Trading Office " means the Chicago office of JPMorgan, or such other office of JPMorgan as the Administrative Agent may designate
from time to time.
" GAAP " means generally accepted accounting principles set forth from time to time in the opinions and pronouncements of the
Accounting Principles Board and the American Institute of Certified Public Accountants and statements and pronouncements of the Financial
Accounting Standards Board (or agencies with similar functions of comparable stature and authority within the U.S. accounting profession),
which are applicable to the circumstances as of the date of determination.
" Governmental Authority " means any nation or government, any state or other political subdivision thereof, any central bank (or similar
monetary or regulatory authority) thereof, any entity exercising executive, legislative, judicial, regulatory or administrative functions of or
pertaining to government, and any corporation or other entity owned or controlled, through stock or capital ownership or otherwise, by any of the
foregoing.
" Guarantor " means any Subsidiary of the Company from time to time party to the Subsidiary Guaranty in accordance with Section 7.14 .
" Guaranty Obligation " has the meaning specified in the definition of "Contingent Obligation."
" Hazardous Materials " means all those substances that are regulated by, or which may form the basis of liability or a standard of conduct
under, any Environmental Law, including any substance identified under any Environmental Law as a pollutant, contaminant, hazardous waste,
hazardous constituent, special waste, hazardous substance, hazardous material, or toxic substance, or petroleum or petroleum-derived substance
or waste.
" Honor Date " has the meaning specified in subsection 3.03(b) .
" Indebtedness " of any Person means, without duplication, (a) all indebtedness for borrowed money; (b) all obligations issued, undertaken
or assumed as the deferred purchase price of property or services (other than trade payables entered into in the ordinary course of business on
ordinary terms); (c) all reimbursement or payment obligations with respect to Surety Instruments and all L/C Obligations; (d) all obligations
evidenced by notes, bonds, debentures or similar instruments, including obligations so evidenced incurred in connection with the acquisition of
property, assets or businesses; (e) all indebtedness created or arising under any conditional sale or other title retention agreement, or
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