Urban Outfitters 2016 Annual Report Download - page 196

(g) Indebtedness owed to any Person providing workers’ compensation, health, disability or other employee benefits or property, casualty or liability
insurance, pursuant to reimbursement or indemnification obligations to such Person, in each case under this clause (g) incurred in the ordinary course of
business;
(h) Indebtedness of any Loan Party in respect of performance bonds, bid bonds, appeal bonds, surety bonds and similar obligations, in each case under
this clause (h) provided in the ordinary course of business;
(i) Indebtedness in respect of netting services, overdraft protections and otherwise in connection with deposit and checking accounts, in each case
under this clause (i), in the ordinary course of business;
(j) Indebtedness in the form of bona fide purchase price adjustments or earn-outs incurred in connection with any Permitted Acquisition or other
Investment permitted by Section 6.04;
(k) Indebtedness in the form of Swap Agreements permitted under Section 6.07;
(l) Permitted Term Loan Indebtedness;
(m) Indebtedness of any Person that becomes a Restricted Subsidiary after the date hereof; provided that such Indebtedness exists at the time such
Person becomes a Restricted Subsidiary and is not created in contemplation of or in connection with such Person becoming a Restricted Subsidiary;
(n) Indebtedness incurred under leases of real property in respect of tenant improvements;
(o) obligations under any agreement governing the provision of treasury or cash management services, including deposit accounts, overnight draft,
credit cards, debit cards, p-cards (including purchasing cards and commercial cards), funds transfer, automated clearinghouse, zero balance accounts, returned
check concentration, controlled disbursement, lockbox, account reconciliation and reporting and other cash management services;
(p) Indebtedness with respect to the deferred purchase price for any Permitted Acquisition, provided that such Indebtedness is subordinated to the
Secured Obligations on terms reasonably acceptable to the Administrative Agent;
(q) so long as no Event of Default then exists or would arise immediately after giving effect thereto, other Indebtedness not to exceed $50,000,000 in
the aggregate at any time outstanding;
(r) Indebtedness in an aggregate principal amount subject to the limitation in amount referred to in clause 6.01(e)(ii) above incurred for the
construction, development or acquisition or improvement of, or to finance or to refinance, any real estate owned or leased by any Loan Party (including
therein any Indebtedness incurred in connection with sale-leaseback transactions permitted hereunder and any Off-Balance Sheet Liabilities), provided that
prior to incurrence of such Indebtedness the Loan Parties shall have caused the holders of such Indebtedness and the lessors under any sale-leaseback or other
such transaction to enter into a Collateral Access Agreement on terms reasonably satisfactory to the Administrative Agent unless not required in the
reasonable judgment of the Administrative Agent as confirmed in writing by the Administrative Agent; and
(s) unsecured Indebtedness or Subordinated Indebtedness not otherwise specifically described herein, in each case under this clause (s), with a maturity
date and an average life to maturity that is at least six (6) months following the Maturity Date and that does not require amortization or prepayments prior to
the Maturity Date.
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