Supercuts 2008 Annual Report Download - page 226

such matters and has not relied on any swap counterparty or any Affiliate of any swap counterparty in determining whether to enter into any
Swap Contract.
6.20 Solvency. The Company and each of its Subsidiaries are Solvent.
6.21 Full Disclosure. None of the representations or warranties made by the Company or any Subsidiary in the Loan Documents as of
the date such representations and warranties are made or deemed made, and none of the statements contained in any exhibit, report, statement or
certificate furnished by or on behalf of the Company or any Subsidiary in connection with the Loan Documents (including the offering and
disclosure materials delivered by or on behalf of the Company or its Subsidiaries to the Lenders prior to the Effective Date), contains any untrue
statement of a material fact or omits any material fact required to be stated therein or necessary to make the statements made therein, in light of
the circumstances under which they are made, not misleading as of the time when made or delivered.
ARTICLE VII
AFFIRMATIVE 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:
7.01 Financial Statements. The Company shall deliver to the Administrative Agent, in form and detail satisfactory to the
Administrative Agent and the Required Lenders, with sufficient copies to be provided by the Administrative Agent to each Lender:
(a) as soon as available, but not later than the earlier of (i) the date of filing thereof with the SEC and (ii) 90 days after the end of each
fiscal year (commencing with the fiscal year ending June 30, 2007), a copy of the audited consolidated balance sheet of the Company and its
Subsidiaries as at the end of such year and the related consolidated statements of income, shareholders' equity and cash flows for such year,
setting forth in each case in comparative form the figures for the previous fiscal year, and accompanied by the opinion of
PriceWaterhouseCoopers LLP or another nationally-recognized independent public accounting firm (" Independent Auditor ") which report shall
state that such consolidated financial statements present fairly the financial position for the periods indicated in conformity with GAAP applied
on a basis consistent with prior years. Such opinion shall not be qualified or limited because of a restricted or limited examination by the
Independent Auditor of any material portion of the Company's or any Subsidiary's records or because of a "going concern" exception; and
(b) as soon as available, but not later than the earlier of (i) the date of filing thereof with the SEC and (ii) 45 days after the end of each of
the first three fiscal quarters of each fiscal year (commencing with the fiscal quarter ending September 30, 2007), a copy of the unaudited
consolidated and consolidating balance sheet of the Company and its Subsidiaries as of the end of such fiscal quarter and the related consolidated
and consolidating statements of income, shareholders' equity and cash flows for the period commencing on the first day and ending on the last
day of such fiscal quarter, and certified by a Responsible Officer as fairly presenting, in accordance with GAAP (subject to ordinary, good faith
year
-end audit adjustments), the financial position and the results of operations of the Company and the Subsidiaries.
7.02 Certificates; Other Information. The Company shall furnish to the Administrative Agent, with sufficient copies to be provided by
the Administrative Agent to each Lender:
(a) concurrently with the delivery of the financial statements referred to in subsections 7.01(a) and (b) , a Compliance Certificate executed
by a Responsible Officer;
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