Neiman Marcus 2003 Annual Report Download - page 231

(c) Payments; Reimbursement Obligations.
(i) Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of
Credit, the Issuing Bank shall notify the Administrative Agent and the Administrative Agent shall promptly notify the
Borrower and each other Lender as to the amount to be paid as a result of such demand or drawing and the date such payment
is to be made by the Issuing Bank (the "Payment Date"). The Borrower shall be irrevocably and unconditionally obligated
to reimburse the Issuing Bank for any amounts paid by the Issuing Bank upon any drawing under any Letter of Credit,
without presentment, demand, protest or other formalities of any kind. Such reimbursement shall be due on the Payment
Date; provided that no such payment shall be due from the Borrower any earlier than the date of receipt by it of notice of its
obligation to make such payment (or, if such notice is received by the Borrower after 9:00 A.M. (New York City time) on
any date, on the next succeeding Domestic Business Day); provided further that if and to the extent any such reimbursement
is not made by the Borrower in accordance with this clause (i) or clause (ii) on the Payment Date, then (irrespective of when
notice thereof is received by the Borrower), such reimbursement obligation shall bear interest, payable on demand, for each
day from and including the Payment Date to but not including the date such reimbursement obligation is paid in full at a rate
per annum equal to the rate applicable to Base Rate Loans for such day.
(ii) All such amounts paid by the Issuing Bank and remaining unpaid by the Borrower (a "Reimbursement
Obligation") shall, if and to the extent that the amount of such Reimbursement Obligation would be permitted as a
Borrowing pursuant to Section 3.02, and unless the Borrower otherwise instructs the Administrative Agent by 10:00 A.M.
(New York City time) on the date payment is due from the Borrower, convert automatically to Base Rate Loans on the date
such Reimbursement Obligation arises. The Administrative Agent shall, on behalf of the Borrower (which hereby
irrevocably directs the Administrative Agent so to act on its behalf), give notice no later than 10:30 A.M. (New York City
time) on such date requesting each Lender to make, and each Lender hereby agrees to make, a Base Rate Loan, in an amount
equal to such Lender's Percentage of the Reimbursement Obligation with respect to which such notice relates. Each Lender
shall make such Loan available to the Administrative Agent at its address specified in or pursuant to Section 9.01 in
immediately available funds, not later than 12:00 Noon (New York City time), on the date specified in such notice. The
Administrative Agent shall pay the proceeds of such Loans to the Issuing Bank, which shall immediately apply such proceeds
to repay the Reimbursement Obligation.
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