Neiman Marcus 2003 Annual Report Download - page 248

Section 7.07. Credit Decision. Each Lender acknowledges that it has, independently and without reliance on any other
Lender Party, and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision
to enter into this Agreement. Each Lender also acknowledges that it will, independently and without reliance on any other Lender
Party, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions
in taking or not taking any action under this Agreement.
Section 7.08. Successor Administrative Agent. The Administrative Agent may resign at any time by giving notice
thereof to the Lenders and the Borrower; provided that (i) any such resignation by the Administrative Agent shall also constitute its
resignation as an Issuing Bank and (ii) one or more financial institutions reasonably acceptable to the Borrower has accepted their
appointment as a successor Issuing Bank with respect to Letters of Credit requested by the Borrower to be issued on or after the
effective date of such resignation. Upon any such resignation, the Borrower shall have the right to appoint a successor Administrative
Agent from among the Lenders, subject to the approval of the Required Lenders, which shall not be unreasonably withheld or
delayed. If no successor Administrative Agent shall have been so appointed by the Borrower and approved by the Required Lenders,
and shall have accepted such appointment, within 30 days after the retiring Administrative Agent gives notice of resignation, then the
retiring Administrative Agent may, on behalf of the Lenders, appoint a successor Administrative Agent and Issuing Bank, which shall
be a commercial bank organized or licensed under the laws of the United States or of any State thereof and having a combined capital
and surplus of at least $500,000,000; provided however that such successor Administrative Agent and/or Issuing Bank may be
removed by Borrower effective upon appointment of a successor Administrative Agent and/or Issuing Bank by Borrower, subject to
the approval of the Required Lenders, which shall not be unreasonably withheld or delayed. Upon the acceptance of its appointment
as Administrative Agent hereunder by a successor Administrative Agent, such successor Administrative Agent shall thereupon
succeed to and become vested with all the rights and duties of the retiring Administrative Agent, and the retiring Administrative Agent
shall be discharged from its duties and obligations hereunder. After any retiring Administrative Agent resigns as Administrative
Agent hereunder, the provisions of this Article shall inure to its benefit as to actions taken or omitted to be taken by it while it was
Administrative Agent.
Section 7.09. Administrative Agent's Fee. The Borrower shall pay to the Administrative Agent for its own account fees
in the amounts and at the times previously agreed upon by the Borrower and the Administrative Agent.
Section 7.10. Syndication Agents and Documentation Agents. The Syndication Agents and the Documentation Agents,
in their capacity as such, shall not have any duties or obligations of any kind under this Agreement.
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