Neiman Marcus 2004 Annual Report Download - page 150

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commercial delivery to Goulston & Storrs, Attention: Mark D. Balk, Esquire, Atlantic Avenue, Boston, Massachusetts 02110-3333.
Any address for the giving of notice may be changed time to time by written notice given to all parties to this.
Whenever by the terms hereof, notice may, or is required to be, given on or before a specified date, notice shall properly given only if deposited in the
United States mail (or such commercial delivery service) in conformity with the of this Paragraph 5 on or before such date. All sent via Express Mail or
expedited commercial delivery shall be deemed to hove been received on the date on delivery is guaranteed by such Express Mail or commercial service. All
notices sent by registered or certified shall be deemed to have been received three (3) days from date on which such notices are mailed.
6. All of the parties hereto acknowledge that the relationship to and with the Company is of a unique special character, and that in the event of a breach
or breach of the covenants of this Agreement by any party (other than the payments of monetary obligations), any at law would be inadequate. It is, therefore,
agreed that the event of such a breach or threatened breach by any party, party against whom such relief is sought shall not raise the that there exists an
adequate remedy at law. Any party have said remedies in addition to any other rights or which may exist at law or in equity or under the of this Agreement.
7. If any term or provision of this Agreement or the thereof to any person or circumstance shall to any extent be invalid or unenforceable, the
remainder of this Agreement, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or
unenforceable, shall not be affected thereby, and each term and provision of this Agreement shall be valid and be enforced to the fullest extent permitted by
law, but only to the extent the same continues to reflect fairly the intent and understanding of the parties expressed by this Agreement taken as a whole.
8. Unless the context otherwise requires, the terms "Company", "Stockholder" and "Stockholders", as used herein, shall be construed to refer to such
parties, their respective legal representatives, successors and assigns, and all of the terms, provisions and conditions hereunder shall be binding upon and inure
to the benefit of each Stockholder, but the foregoing reference to the assigns of a Stockholder shall not be construed as permitting transfers by such
Stockholder of such Restricted Stock, except for such transfers as may be permitted pursuant to this Agreement. Without limitations, references to the
"Company" shall include any successor to the Company by merger, consolidation, acquisition of assets, recapitalization, reorganization, or otherwise.
As used herein, any reference to Restricted Stock shall include the Restricted Stock described in the Schedule, all stock distributed or transferred by the
Company with respect to the Restricted Stock, and all stock issued and from time to time outstanding by reason of transfers of the Restricted Stock described
in the Schedule pursuant to Paragraphs 3(i)-(v). Without limiting the generality of the foregoing, references to Restricted Stock shall include all shares issued
by reason of a stock split, stock dividend, so-called "reverse stock split, "combination of shares, exchange offer or otherwise, as well as rights issuances, with
respect to the Restricted Stock subject to this Agreement.
9. If action is required to be taken by or through a legal representative of a Stockholder, and there is no such legal representative, the time within
which any action is required hereunder shall ipso facto be deemed to be extended for such period as may be reasonably required to permit the designation and/
or appointment of a legal representative, and the Company or any Stockholder shall have the right to apply to any court having jurisdiction for the
appointment of such legal representative.
10. The failure to insist upon strict compliance with any of the terms, covenants and conditions herein shall not be deemed a waiver of such terms,
covenants and conditions, nor shall any waiver or
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