ServiceMagic 2012 Annual Report Download - page 332

stock compensation plans) and indemnification arrangements and performance of such arrangements;
(d) any Restricted Payment permitted by Section 6.05;
(e) ordinary course overhead arrangements in which any Restricted Subsidiary or Unrestricted Subsidiary
participates;
(f) any Investment permitted by Section 6.11;
(g) (x) any agreement or arrangement in effect on the Closing Date and any amendment or replacement thereof
that is not more disadvantageous to the Lenders in any material respect than the agreement or arrangement in effect on the
Closing Date; or (y) any transaction pursuant to any agreement or arrangement referred to in the immediately preceding
clause (x).
(h) any transaction with a joint venture or similar entity which would be subject to this Section 6.06 solely
because the Borrower or a Restricted Subsidiary owns an equity interest in or otherwise controls such joint venture or
similar entity;
(i) any transaction entered into by a Person prior to the time such Person becomes a Restricted Subsidiary or is
merged or consolidated with or into the Borrower or a Restricted Subsidiary;
(j) any transaction with an Affiliate where the only consideration paid by the Borrower or any Restricted
Subsidiary is Qualified Equity Interests;
(k) the issuance or sale of any Qualified Equity Interests;
(l) any issuance of securities, or other payments, awards or grants in cash, securities or otherwise, in each case
pursuant to, or the funding of, employment arrangements, stock options and stock ownership plans in the ordinary course of
business; and
(m) any employment agreements entered into by the Borrower or any of its Restricted Subsidiaries in the
ordinary course of business and the transactions pursuant thereto.
SECTION 6.07
Changes in Fiscal Periods . The Borrower will not, and will not permit any of its Restricted
Subsidiaries to, change its fiscal year to end on a day other than December 31 or change its method of determining fiscal quarters.
SECTION 6.08
Sales and Leasebacks . The Borrower will not, and will not permit any of its Restricted
Subsidiaries to, enter into any arrangement with any Person (other than the Borrower or a Restricted Subsidiary) providing for the
leasing by the Borrower or any Restricted Subsidiary of real or personal property that has been or is to be sold or transferred by the
Borrower or any Restricted Subsidiary to such Person or to any other Person to whom funds have been or are to be advanced by
such Person on the security of such property or rental obligations of the Borrower or any Restricted Subsidiary unless (i) the lease
in such arrangement is a capital lease and such capital lease may be entered into at such time pursuant to Section 6.01 and 6.02 or
(ii) the lease in such arrangement is not a capital lease and the aggregate proceeds from such arrangement and other such
arrangements since the Closing Date do not
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