Neiman Marcus 2008 Annual Report Download - page 328

(aa) Liens securing Hedging Obligations, so long as the related Indebtedness is, and is permitted to be pursuant to
Section 6.02, secured by a Lien on the same property securing such Hedging Obligations; and
(bb) Liens incurred to secure obligations in respect of any Indebtedness permitted to be incurred pursuant to
Section 6.01; provided that, at the time of incurrence and after giving pro forma effect thereto, the Consolidated Secured Debt
Ratio would be no greater than 4.00 to 1.00.
"Person" means any individual, corporation, limited liability company, partnership, joint venture, association, joint
stock company, trust, unincorporated organization, government or any agency or political subdivision thereof or any other entity.
"Plan" means any employee pension benefit plan (other than a Multiemployer Plan) subject to the provisions of
Title IV of ERISA or Section 412 of the Code or Section 302 of ERISA, and in respect of which the Borrower or any ERISA Affiliate
is (or, if such plan were terminated, would under Section 4069 of ERISA be deemed to be) an "employer" as defined in Section 3(5) of
ERISA.
"Preferred Stock" means any Equity Interest with preferential rights of payment of dividends or upon liquidation,
dissolution, or winding up.
"Prime Rate" means the rate of interest per annum determined from time to time by Credit Suisse as its prime rate in
effect at its principal office in New York City and notified to the Borrower.
"Projections" means the projections of the Borrower and the Subsidiaries included in the Information Memorandum
and any other projections and any forward-looking statements of such entities furnished to the Lenders or the Agent by or on behalf of
Holdings, the Borrower or any of the Subsidiaries prior to the Closing Date.
"Qualified Proceeds" means assets that are used or useful in, or Capital Stock of any Person engaged in, a Similar
Business; provided that the fair market value of any such assets or Capital Stock shall be determined by the Borrower in good faith.
"Receivables Facility" means one or more receivables financing facilities, as amended, supplemented, modified,
extended, renewed, restated, refunded, replaced or refinanced from time to time, the Indebtedness of which is non-recourse (except for
standard representations, warranties, covenants and indemnities made in connection with such facilities) to the Borrower and its
Restricted Subsidiaries pursuant to which the Borrower or any of its Restricted Subsidiaries sells its accounts receivable to either (a) a
Person that is not a Restricted Subsidiary or (b) a Receivables Subsidiary that in turn sells its accounts receivable to a Person that is
not a Restricted Subsidiary.
"Receivables Fees" means distributions or payments made directly or by means of discounts with respect to any
participation interest issued or sold in connection with, and other fees paid to a Person that is not a Restricted Subsidiary in connection
with, any Receivables Facility.
"Receivables Subsidiary" means any subsidiary formed solely for the purpose of engaging, and that engages only, in
one or more Receivables Facilities.
"Refinancing Indebtedness" has the meaning assigned to such term in Section 6.01(b)(xv).
"Refunding Capital Stock" has the meaning assigned to such term in Section 6.04(b)(ii).
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