Neiman Marcus 2003 Annual Report Download - page 244

Section 5.15. Restricted Payments. Neither the Borrower nor any Restricted Subsidiary will, directly or indirectly,
purchase or otherwise acquire any outstanding shares of common stock of the Borrower; provided, however, that the Borrower and the
Restricted Subsidiaries may purchase or otherwise acquire outstanding common stock of the Borrower if, both before and after such
purchase or acquisition, no Default or Event of Default has occurred, is continuing, or would result therefrom.
Section 5.16. Restrictive Agreements. Neither the Borrower nor any Restricted Subsidiary will, directly or indirectly,
enter into or permit to exist any agreement or other arrangement that prohibits, restricts or imposes any condition on (a) the ability of
the Borrower or any Restricted Subsidiary to create or permit to exist any Lien on any of its inventory or (b) the ability of any
Restricted Subsidiary to pay dividends or other distributions with respect to any shares of its capital stock or to make or repay loans or
advances to the Borrower or any other Restricted Subsidiary or to Guarantee Debt of the Borrower or any other Restricted Subsidiary;
provided that (1) the foregoing shall not apply to restrictions and conditions imposed by law or by this Agreement, (2) the foregoing
shall not apply to restrictions and conditions existing on the date hereof, or any extension or renewal of any such restriction or
condition, but shall apply to any amendment or modification expanding the scope of such restriction or condition, (3) the foregoing
shall not apply to customary restrictions and conditions contained in agreements relating to the sale of a Subsidiary pending such sale,
provided that such restrictions and conditions apply only to the Subsidiary that is to be sold and such sale is permitted hereunder, (4)
clause (a) of this Section shall not apply to restrictions or conditions imposed by any agreement relating to secured Debt permitted by
this Agreement if such restrictions or conditions apply only to the property securing such Debt and (5) clause (a) of this Section shall
not apply to customary provisions in leases restricting the assignment thereof.
ARTICLE VI
DEFAULTS
Section 6.01. Events of Default. If one or more of the following events ("Events of Default") shall have occurred and
be continuing:
(a) the Borrower shall fail to pay when due any principal of any Loan or any Reimbursement Obligation, or shall fail to
pay within three days of the due date thereof any interest or fees payable hereunder;
(b) the Borrower shall fail to observe or perform any covenant contained in Section 5.01(d) or Sections 5.08 to 5.16,
inclusive;
(c) the Borrower shall fail to observe or perform any covenant or agreement contained in this Agreement (other than
those covered by clause (a) or (b) above) for 30 days after notice thereof has been given to the Borrower by the Administrative Agent
at the request of any Lender;
(d) any material representation, warranty, certification or statement made by the Borrower in this Agreement or in any
certificate, financial statement or other document delivered pursuant to this Agreement shall prove to have been incorrect in any
material respect when made (or deemed made), and if the same shall be susceptible of cure, such incorrectness shall not have been
cured to the reasonable satisfaction of the Required Lenders within 30 days after notice thereof has been given to the Borrower by the
Administrative Agent at the request of any Lender;
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