Supercuts 2008 Annual Report Download - page 234

(d) Indebtedness incurred in connection with Capital Leases permitted pursuant to Section 8.01(h) ;
(e) unsecured intercompany Indebtedness so long as the related Investment is permitted by Section 8.04 ;
(f) Indebtedness under the Existing Credit Agreement, so long as such Indebtedness is repaid concurrently with the making of the initial
Credit Extensions hereunder; and
(g) other Indebtedness incurred by the Company or any Subsidiary from time to time; provided that after giving effect to such
Indebtedness, (i) Section 8.14 would not be violated (as determined on a pro forma basis as of the last day of the previous fiscal quarter) and
(ii) the aggregate outstanding amount of such Indebtedness of Subsidiaries that are not Guarantors shall not at any time exceed 10% of Net
Worth.
8.06 Transactions with Affiliates . Except for intercompany Indebtedness otherwise permitted hereunder, the Company shall not, and
shall not permit any Subsidiary to, enter into any transaction with any Affiliate of the Company, except upon fair and reasonable terms no less
favorable to the Company or such Subsidiary than would obtain in a comparable arm's-length transaction with a Person not an Affiliate of the
Company or such Subsidiary.
8.07 Margin Regulations . The Company shall not permit Margin Stock to constitute 25% or more of the value of the assets of the
Company and its Subsidiaries which are subject to any limitation on sale or pledge, or any similar restriction, hereunder.
8.08 Contingent Obligations . The Company shall not, and shall not permit any Subsidiary to, create, incur, assume or permit to exist
any Contingent Obligation except:
(a) endorsements for collection or deposit in the ordinary course of business;
(b) Permitted Swap Obligations;
(c) L/C Obligations;
(d) Contingent Obligations constituting Investments permitted under Section 8.04 ; and
(e) other Contingent Obligations (other than L/C Obligations) of the Company and its Subsidiaries not to exceed in the aggregate at any
one time outstanding 7.5% of Net Worth as set forth in the most recently delivered Compliance Certificate pursuant to Section 7.02(a) .
8.09 Restrictive Agreements . The Company shall not, nor shall it permit any of its Subsidiaries to, enter into any indenture, agreement,
instrument or other arrangement which directly or indirectly prohibits or restrains, or has the effect of prohibiting or restraining, or imposes
materially adverse conditions upon, the ability of any Subsidiary to (a) pay dividends or make other distributions (i) on its Capital Stock or
(ii) with respect to any other interest or participation in, or measured by, its profits, (b) make loans or advances to the Company or any
Subsidiary, (c) repay loans or advances from the Company or any Subsidiary or (d) transfer any of its properties or assets to the Company or any
Subsidiary.
8.10 ERISA
. The Company shall not, and shall not permit any of its Subsidiaries to, (i) terminate any Plan subject to Title IV of ERISA
so as to result in any material (in the opinion of the Required Lenders) liability to the Company or any ERISA Affiliate, (ii) permit to exist any
ERISA Event or any other event or condition, which presents the risk of a material (in the opinion of the Required Lenders) liability to the
Company or any ERISA Affiliate, (iii) make a complete or partial withdrawal (within the meaning of ERISA Section 4201) from any
Multiemployer Plan so as to result in any material (in the opinion of the Required Lenders) liability to the Company or any ERISA Affiliate or
(iv) enter into any new Plan or modify any existing Plan in a manner that (a) increases its
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