Clause	J.Crew Blocker Provision?
provided that (i) immediately before and after such designation, no Event of Default shall have occurred and be continuing, (ii) in the case of the designation of any Subsidiary as an Unrestricted Subsidiary, such designation shall constitute an Investment in such Unrestricted Subsidiary (calculated as an amount equal to the sum of (x) the fair market value of the Equity Interests of the designated Subsidiary and any of its Subsidiaries that are owned by Holdings or any Restricted Subsidiary, immediately prior to such designation (such fair market value to be calculated without regard to any Obligations of such designated Subsidiary or any of its Subsidiaries under the Guaranty Agreement) and (y) the aggregate principal amount of any Indebtedness owed by such Subsidiary and any of its Subsidiaries to Holdings or any of the Restricted Subsidiaries immediately prior to such designation, all calculated, except as set forth in the parenthetical to clause (x) above, on a consolidated basis in accordance with U.S. GAAP), and such Investment shall be permitted under Section 10.05, (iii) no Subsidiary may be designated as an Unrestricted Subsidiary if it or any of its Subsidiaries is a Restricted Subsidiary for the purpose of any Refinancing Notes Indenture, any Permitted Pari Passu Notes Document, any Permitted Pari Passu Loan Documents, any Permitted Junior Notes Document or other debt instrument, with a principal amount in excess of the Threshold Amount, (iv) following the designation of an Unrestricted Subsidiary as a Restricted Subsidiary, Holdings shall comply with the provisions of Section 9.12 with respect to such designated Restricted Subsidiary, (v) no Restricted Subsidiary may be a Subsidiary of an Unrestricted Subsidiary (and any Subsidiary of an Unrestricted Subsidiary that is acquired or formed after the date of designation shall automatically be designated as an Unrestricted Subsidiary) and (vi) in the case of the designation of any Subsidiary as an Unrestricted Subsidiary, each of (x) the Subsidiary to be so designated and (y) its Subsidiaries has not, at the time of designation, and does not thereafter, create, incur, issue, assume, guarantee or otherwise become directly or indirectly liable with respect to any Indebtedness pursuant to which the lender has recourse to any of the assets of Holdings or any Restricted Subsidiary (other than Equity Interests in an Unrestricted Subsidiary).	No
provided that (i) immediately before and after such designation, no Event of Default exists (including after giving effect to the reclassification of Investments in, Indebtedness of and Liens on the assets of, the applicable Restricted Subsidiary or Unrestricted Subsidiary), (ii) as of the date of the designation thereof, no Unrestricted Subsidiary shall own any Capital Stock in any Restricted Subsidiary of the Borrower or hold any Indebtedness of or any Lien on any property of the Borrower or its Restricted Subsidiaries and (iii) no subsidiary may be designated as an Unrestricted Subsidiary if it owns intellectual property that is material to the business of the Borrower and its Restricted Subsidiaries, taken as a whole (such intellectual property, Material Intellectual Property), at the time of designation, other than in connection with transactions that have a bona fide business purpose so long as such transactions are not undertaken to facilitate a financing or a Restricted Payment or undertaken in connection with a liability management transaction. Notwithstanding anything contained in this Section 6.05 to the contrary, in no event shall (a) the Borrower or any Restricted Subsidiary be permitted to make or own any Investment in the Holdings direct or indirect equityholders constituting Material Intellectual Property (other than pursuant to a bona fide transition service or similar arrangement or in the same manner as other customers, suppliers or commercial partners of the relevant transferee generally) or (b) any Restricted Subsidiary transfer ownership of, or license on an exclusive basis, any Material Intellectual Property to any Unrestricted Subsidiary, other than in connection with transactions that have a bona fide business purpose and so long as such transactions are not undertaken to facilitate a financing or a Restricted Payment or undertaken in connection with a liability management transaction. Notwithstanding anything contained in this Section 6.06 to the contrary, in no event shall (a) the Borrower or any Restricted Subsidiary be permitted to make any Disposition of Material Intellectual Property to Holdings direct or indirect equityholders (other than pursuant to a bona fide transition service or similar arrangement or in the same manner as other customers, suppliers or commercial partners of the relevant transferee generally) or (b) any Restricted Subsidiary make any Disposition, constituting either a transfer of ownership or an exclusive license, of any Material Intellectual Property to any Unrestricted Subsidiary, other than in connection with transactions that have a bona fide business purpose and so long as such transactions are not undertaken to facilitate a financing or a Restricted Payment or undertaken in connection with a liability management transaction.	Yes