Urban Outfitters 2014 Annual Report Download - page 143

or similar issue, and (b) favorable legal opinions addressed to the Administrative Agent and the Lenders in form and substance satisfactory thereto with
respect to the enforceability of such Guaranty Agreement and such other documents and closing certificates as may be requested by the Administrative Agent.
Section 8.13 Maintain Cash Collateral Account . On the Termination Date, establish and maintain with the Issuing Lender an account and deposit
in such account cash collateral for Letters of Credit as required under Section 3.4(b) hereof.
Section 8.14 Subsequent Credit Terms.
(a) Notify the Administrative Agent in writing not less than ten (10) Business Days prior to its entering into any amendment or
modification of any credit arrangement, whether now in effect or hereafter incurred, pursuant to which any Borrower or any Subsidiary agrees to financial
covenants or events of default which are more restrictive to such Borrower or Subsidiary than those contained in this Agreement. Upon entering into any such
amendment or modification, and with respect to the covenants and events of default in this Agreement, the corresponding covenants, terms and conditions of
this Agreement are and shall be deemed to be automatically and immediately amended to conform with and to include the applicable covenants, terms and/or
conditions of such other agreement; provided, however, that the foregoing shall not be applicable to or be deemed to affect any provision of this Agreement to
the extent that any amendment or modification is less restrictive than the corresponding provisions of this Agreement.
(b) Each Borrower and Subsidiary hereby agrees promptly to execute and deliver any and all such documents and instruments and to
take all such further actions as Administrative Agent may, in its sole discretion, deem necessary or appropriate to effectuate the provisions of this Section 8.14.
Section 8.15 Further Assurances. Make, execute and deliver all such additional and further acts, things, deeds and instruments as the
Administrative Agent may reasonably require to document and consummate the transactions contemplated hereby and to vest completely in and insure the
Lenders their rights under this Agreement, the Notes, the Letters of Credit and the other Loan Documents.
Section 8.16 Bank Accounts. Cause the U.S. Borrowers and any other Credit Party that is formed under the laws of a jurisdiction within the
United States to use Wells Fargo as its primary provider of trade/import letter of credit services and as its primary Cash Management Bank for services within
the United States.
ARTICLE IX
FINANCIAL COVENANTS
Until all of the Obligations have been paid and satisfied in full and the Commitments terminated, unless consent has been obtained in the manner
set forth in Section 13.13 hereof, no Borrower or Subsidiary will:
Section 9.1 Fixed Charge Coverage Ratio. As of any fiscal quarter end, permit the Fixed Charge Coverage Ratio of Urban and its Consolidated
Subsidiaries to be less than 2.0 to 1.0.
Section 9.2 Adjusted Debt to EBITDAR Ratio. As of any fiscal quarter end, permit the Adjusted Debt to EBITDAR Ratio of Urban and its
Consolidated Subsidiaries to be more than 4.0 to 1.0.