Neiman Marcus 2008 Annual Report Download - page 563

acceptable to the other Party; provided that the Party receiving any such opinion may require (and it shall be deemed reasonable to so
require) any opinion rendered pursuant to this Agreement to be rendered by outside counsel selected by the Party obtaining the
opinion and reasonably acceptable to the Party receiving the opinion.
"Licensee" means any Person authorized by NMG or any of its Subsidiaries to operate in and sell NMG Goods and Services
from the NMG Channels under the NMG Licensed Marks, solely with respect to such Person's or any of its Subsidiaries' operation in
and sale of NMG Goods and Services from the NMG Channels or under the NMG Licensed Marks.
"Low Collar" has the meaning set forth on Schedule 1.1(f) hereto.
"Loyalty Card" means a card issued for the Program pursuant to any Loyalty Program providing for access to an Account,
including the Loyalty Cards listed in Section B of Schedule 1.1(c) hereto.
"Loyalty Programs" means a points-based system that rewards Credit Card usage or customer spending with points that may be
redeemed for goods and/or services.
"Management Committee" has the meaning set forth in Section 3.2 hereof.
"Manager" has the meaning set forth in Section 3.3(a) hereof.
"Marketing Plan" means the document that outlines the objectives, strategies and tactics of new account solicitation, usage and
awareness programs for the applicable Fiscal Year.
"Merchant Discount" means a discount rate generally applied against settlements due to merchants for transactions with respect
to the use of a Credit Card, which includes the Interchange Fees as well as any other transaction fees.
"Monthly Settlement Sheet" has the meaning set forth in Section 7.1(b) hereof.
"Net Credit Sales" means, (i) for any Business Day, an amount equal to (A) gross credit sales on Accounts (including gift card
sales, sales tax, delivery charges, Licensee sales and any other amount included in the full amount charged by Cardholders) reflected
in the NMG Charge Transaction Data since the preceding Business Day, minus (B) the sum of credits for returned goods and
cancelled services and other credits (such as concessions, discounts and adjustments) on Accounts reflected in the NMG Charge
Transaction Data since the preceding Business Day and (ii) for any Fiscal Year, an amount equal to (A) gross credit sales on Accounts
(including gift card sales, sales tax, delivery charges, Licensee sales and any other amount included in the full amount charged by
Cardholders) reflected in the NMG Charge Transaction Data since the preceding Fiscal Year, minus (B) the sum of credits for
returned goods and cancelled services and other credits (such as concessions, discounts and adjustments) on Accounts reflected in the
NMG Charge Transaction Data since the preceding Fiscal Year.
"Net Yield" means, with respect to any Fiscal Year, the dollar amount equal to (a) the sum of assessed finance charges and late
fees under the Program during such Fiscal Year, minus (b) the sum of all concessions, reversals and write-offs of such finance charges
and late fees
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