Supercuts 2008 Annual Report Download - page 235

obligations thereunder and (b) could result in any material (in the opinion of the Required Lenders) liability to the Company or any ERISA
Affiliate.
8.11 Change in Business . The Company shall not, and shall not permit any Subsidiary to, engage in any material line of business
substantially different from those lines of business carried on by the Company and its Subsidiaries on the Effective Date.
8.12 Accounting Changes . The Company shall not, and shall not permit any Subsidiary to, (a) make any significant change in
accounting treatment or reporting practices, except as required by GAAP, or (b) change the fiscal year of the Company or of any Subsidiary;
provided
that the fiscal year of the Company and its Subsidiaries may be changed to a year ending December 31.
8.13 Amendments to Charter . The Company shall not, and shall not permit any Subsidiary to, (a) amend or modify any term or
provision of its certificate or articles of formation or bylaws (or similar organizational document) which is materially adverse to the
Administrative Agent or the Lenders without the prior written consent of the Required Lenders or (b) issue any preferred stock or other preferred
equity interest.
8.14 Leverage Ratio . The Company shall not, as of the last day of any fiscal quarter, permit its Leverage Ratio to be greater than 3.00
to 1.0.
8.15 Fixed Charge Coverage Ratio . The Company shall not, as of the last day of any fiscal quarter, permit its ratio of (a) EBITDAR
for the period of four fiscal quarters then ending to (b) Fixed Charges for such four fiscal quarter period to be less than 1.50 to 1.0.
8.16 Minimum Net Worth. The Company shall not, as of the last day of any fiscal quarter, permit its Net Worth to be less than the sum
of (a) $675,000,000 plus (b) on a cumulative basis, 25% of the positive net income earned during each fiscal quarter commencing on or after
March 31, 2007, plus (c) on a cumulative basis, 50% of the net cash proceeds received from the issuance of equity securities of the Company, if
any, after the Effective Date.
8.17 Most Favored Lender Status. The Company shall not, and shall not permit any Subsidiary, to enter into, assume or otherwise be
bound or obligated under any agreement creating or evidencing Indebtedness in excess of $15,000,000 containing one or more Additional
Financial Covenants or Additional Defaults, without the prior written consent of the Required Lenders; provided that if the Company or any
Subsidiary shall enter into, assume or otherwise become bound by or obligated under any such agreement without the prior written consent of the
Required Lenders, the terms of this Agreement shall, without any further action on the part of the Company, the Administrative Agent or any
Lender, be deemed to be amended automatically to include each Additional Financial Covenant and each Additional Default contained in such
agreement, but only for so long as such Additional Financial Covenants and Additional Defaults remain in effect with respect to such other
agreement. The Company shall promptly execute and deliver at its expense (including Attorney Costs) an amendment to this Agreement in form
and substance satisfactory to the Required Lenders evidencing the amendment of this Agreement to include such Additional Financial Covenants
and Additional Defaults; provided that the execution and delivery of such amendment shall not be a precondition to the effectiveness of such
amendment as provided for in this Section 8.17 .
ARTICLE IX
EVENTS OF DEFAULT
9.01 Event of Default. Any of the following shall constitute an "Event of Default":
(a) Non-Payment. The Company fails to pay, (i) when and as required to be paid herein, any amount of principal of any Loan or of any
L/C Obligation, or (ii) within five days after the same
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