Supercuts 2008 Annual Report Download - page 241

Administrative Agent is not reimbursed for such expenses by or on behalf of the Company. The undertaking in this Section shall survive the
payment of all Obligations hereunder and the resignation or replacement of the Administrative Agent.
10.09 Guaranty Matters. The Administrative Agent shall, and the Lenders irrevocably authorize the Administrative Agent to, upon the
written request of the Company so long as no Default or Event of Default exists, release any Guarantor from its obligations under the Subsidiary
Guaranty if, after giving effect to such release, the Company is in compliance with Section 7.14 . Upon request by the Administrative Agent at
any time, the Lenders will confirm in writing the Administrative Agent's authority to release any Guarantor from its obligations under the
Subsidiary Guaranty pursuant to this Section 10.09 .
10.10 Co-Agents. None of the Lenders identified on the facing page or signature pages of this Agreement as a "syndication agent" or a
"documentation agent" shall have any right, power, obligation, liability, responsibility or duty under this Agreement other than those applicable
to all Lenders as such. Without limiting the foregoing, none of the Lenders so identified as a "syndication agent" or a "documentation agent"
shall have or be deemed to have any fiduciary relationship with any Lender. Each Lender acknowledges that it has not relied, and will not rely,
on any of the Lenders so identified in deciding to enter into this Agreement or in taking or not taking action hereunder.
ARTICLE XI
MISCELLANEOUS
11.01 Amendments and Waivers. No amendment or waiver of any provision of this Agreement or any other Loan Document, and no
consent to any departure by any Loan Party therefrom, shall be effective unless in writing signed by the Required Lenders and the Company and
acknowledged by the Administrative Agent, and each such amendment, waiver or consent shall be effective only in the specific instance and for
the specific purpose for which given; provided that no such amendment, waiver or consent shall:
(a) waive any condition set forth in Section 5.01 without the written consent of each Lender;
(b) extend or increase the Commitment of any Lender (or reinstate any Commitment terminated pursuant to Section 9.02 ) without the
written consent of such Lender;
(c) postpone any date fixed by this Agreement or any other Loan Document for any payment (excluding mandatory prepayments, if any)
of principal, interest, fees or other amounts due to the Lenders (or any of them) hereunder or under any other Loan Document without the written
consent of each Lender directly affected thereby;
(d) reduce the principal of, or the rate of interest specified herein on, any Loan or L/C Borrowing, or (subject to clause (iv) of the proviso
below) any fee or other amount payable hereunder or under any other Loan Document without the written consent of each Lender directly
affected thereby; provided
that only the consent of the Required Lenders shall be necessary to amend the definition of "Default Rate" or to waive
any obligation of the Company to pay interest at the Default Rate;
(e) change any provision of this Section or the definition of "Required Lenders" or any other provision hereof specifying the number or
percentage of Lenders required to amend, waive or otherwise modify any rights hereunder or make any determination or grant any consent
hereunder, without the written consent of each Lender;
(f) amend Section 2.15 in a manner that would alter the pro rata sharing of payments required thereby without the written consent of each
Lender; or
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