Supercuts 2008 Annual Report Download - page 231

ARTICLE VIII
NEGATIVE COVENANTS
So long as any Lender shall have any Commitment hereunder, or any Loan or other Obligation shall remain unpaid or unsatisfied, or any
Letter of Credit shall remain outstanding, unless the Required Lenders waive compliance in writing:
8.01 Limitation on Liens . The Company shall not, and shall not permit any Subsidiary to, directly or indirectly, make, create, incur,
assume or permit to exist any Lien upon or with respect to any part of its property, whether now owned or hereafter acquired, other than the
following (" Permitted Liens "):
(a) any Lien existing on property of the Company or any Subsidiary on the Effective Date and set forth in Schedule 8.01 securing
Indebtedness outstanding on such date;
(b) any Lien created under any Loan Document;
(c) Liens for taxes, fees, assessments or other governmental charges which are not delinquent or remain payable without penalty, or to the
extent that non-payment thereof is permitted by Section 7.07 , provided that no notice of lien has been filed or recorded under the Code;
(d) carriers', warehousemen's, mechanics', landlords', materialmen's, repairmen's or other similar Liens arising in the ordinary course of
business which are not delinquent or remain payable without penalty or which are being contested in good faith and by appropriate proceedings,
which proceedings have the effect of preventing the forfeiture or sale of the property subject thereto;
(e) Liens (other than any Lien imposed by ERISA) consisting of pledges or deposits required in the ordinary course of business in
connection with workers' compensation, unemployment insurance and other social security legislation;
(f) Liens on the property of the Company or its Subsidiaries securing (i) the non-delinquent performance of bids, trade contracts (other
than for borrowed money), leases or statutory obligations, (ii) Contingent Obligations in connection with performance bonds, surety bonds and
appeal bonds and (iii) other non-delinquent obligations of a like nature, in each case, incurred in the ordinary course of business; provided that
all such Liens in the aggregate could not reasonably be expected to cause a Material Adverse Effect;
(g) easements, rights-of-way, restrictions and other similar encumbrances incurred in the ordinary course of business which, in the
aggregate, are not substantial in amount, and which do not in any case materially detract from the value of the property subject thereto or
interfere with the ordinary conduct of the businesses of the Company and its Subsidiaries;
(h) Liens securing obligations in respect of Capital Leases on assets subject to such leases, provided that such Capital Leases are otherwise
permitted hereunder; and
(i) other Liens securing Indebtedness that does not exceed in the aggregate at any one time outstanding the lesser of (x) five percent (5%)
of Net Worth as set forth in the most recently delivered Compliance Certificate pursuant to Section 7.02(a)
and (y) the maximum amount of such
secured Indebtedness that, when aggregated with all other outstanding Priority Debt (within the meaning of the applicable Note Agreement),
would be permitted under each Note Agreement.
8.02 Disposition of Assets . The Company shall not, and shall not permit any Subsidiary to, directly or indirectly, (x) issue any equity
interests of any Subsidiary to any Person (other than a Joint Venture) which is not the Company or a Subsidiary or (y) sell, assign, lease, convey,
transfer or otherwise dispose of (whether in one or a series of transactions) any property, including accounts and
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