Neiman Marcus 2008 Annual Report Download - page 325

outstanding (without giving effect to the sale of an Unrestricted Subsidiary to the extent the proceeds of such sale do not
consist of cash or marketable securities), not to exceed the greater of (x) $100,000,000 and (y) 1.50% of Total Assets at the
time of such Investment (with the fair market value of each Investment being measured at the time made and without giving
effect to subsequent changes in value);
(o) Investments relating to a Receivables Facility; provided that in the case of Receivables Facilities established
after the Closing Date, such Investments are necessary or advisable (in the good faith determination of the Borrower) to
effect such Receivables Facility; and
(p) additional Investments having an aggregate fair market value, taken together with all other Investments made
pursuant to this clause (p) that are at that time outstanding (without giving effect to the sale of an Unrestricted Subsidiary to
the extent the proceeds of such sale do not consist of cash or marketable securities), not to exceed $150,000,000 (with the fair
market value of each Investment being measured at the time made and without giving effect to subsequent changes in value)
"Permitted Liens" means, with respect to any Person:
(a) Liens to secure Indebtedness incurred under Sections 6.01(b)(i) or (b)(ii), the 2008 Notes and the 2028
Debentures (and, in each case, any related obligations);
(b) pledges or deposits by such Person under workmen's compensation laws, unemployment insurance laws or
similar legislation, or good faith deposits to secure bids, tenders, contracts (other than for the payment of Indebtedness) or
leases to which such Person is a party, or deposits to secure public or statutory obligations of such Person or deposits of cash
or U.S. government bonds to secure surety or appeal bonds to which such Person is a party, or deposits as security for
contested taxes or import duties or for the payment of rent, in each case incurred in the ordinary course of business;
(c) Liens imposed by law, such as carriers', warehousemen's and mechanics' Liens and other similar Liens, in each
case, for sums not yet overdue for a period of more than thirty (30) days or being contested in good faith by appropriate
proceedings or other Liens arising out of judgments or awards against such Person with respect to which such Person shall
then be proceeding with an appeal or other proceedings for review, if adequate reserves with respect thereto are maintained
on the books of such Person in accordance with GAAP;
(d) Liens for taxes, assessments or other governmental charges or claims not yet overdue for a period of more than
thirty (30) days or payable or subject to penalties for nonpayment or which are being contested in good faith by appropriate
proceedings diligently conducted, if adequate reserves with respect thereto are maintained on the books of such Person in
accordance with GAAP;
(e) Liens in favor of issuers of performance and surety bonds or bid bonds or with respect to other regulatory
requirements or letters of credit issued pursuant to the request of and for the account of such Person in the ordinary course of
its business;
(f) minor survey exceptions, minor encumbrances, easements or reservations of, or rights of others for, licenses,
rights-of-way, sewers, electric lines, telegraph and telephone lines and other similar purposes, or zoning or other restrictions
as to the use of real properties or Liens
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