Neiman Marcus 2008 Annual Report Download - page 596

7.3(a) (as such SLAs may be amended from time to time in accordance with this Agreement). Upon the date of the foregoing transfer,
NMG shall be released from any further obligation with respect to the performance of such Services. In the event that customer
service is transferred to Primary Servicer as a transferred Service in accordance with the Servicing Agreement and this Section 7.2(b),
Primary Servicer shall continue to monitor the customer disputes in substantially the same manner as is described in the Dispute
Resolution and Service Profile Report Process section of the Operating Procedures.
(c) Upon transfer of any of the Services to Primary Servicer in accordance with Section 2.03(b) of the Servicing Agreement and
Section 7.2(b), the amount payable to Servicer set forth in Schedule 9.1(a)(i) shall be adjusted as set forth in Schedule 9.1(a)(i) in
order to reflect the reduction of Services being performed by Servicer and the assumption of the performance of such Services by
Primary Servicer, which transferred Services shall be performed at the sole cost and expense of the Primary Servicer.
(d) Notwithstanding Section 7.2(b), Primary Servicer and NMG agree that the Documentation Services shall be transferred to
Primary Servicer as soon as practicable after the date hereof (the date of such transfer, the "Documentation Services Transition Date")
and, upon such transfer, Primary Servicer shall be required to meet the SLAs applicable to the Documentation Services set forth in
Schedule 7.3(a).
(e) Primary Servicer shall maintain records relating to its performance of the Services in accordance with the record retention
policies set forth on Schedule 4.4(f). Records may be kept in either paper or electronic form. Primary Servicer shall retrieve, reproduce
and deliver to NMG any records reasonably requested from time to time by NMG for the purpose of providing customer assistance or
resolving customer disputes, and NMG shall compensate Primary Servicer on demand for the reasonable costs and expenses
associated with such retrieval, reproduction and delivery.
(f) Primary Servicer shall have the right to perform any portion of the Services through one or more subservicers; provided that
(i) any subservicer that is not an Affiliate of Primary Servicer shall be subject to approval pursuant to Article III and (ii) Primary
Servicer shall remain fully responsible to NMG for the portion of the Services performed by any subservicer(s) (including its
Affiliates). Notwithstanding the foregoing, to the extent Primary Servicer subcontracts or outsources to any third party any Services as
of the date hereof, Primary Servicer may continue to subcontract or outsource such Services to such third party (and Primary Servicer
shall be fully responsible for the performance of such subcontracted or outsourced Services).
(g) Notwithstanding any arrangement whereby Bank provides any Services through an Affiliate (or third party as permitted
under Section 7.2(f)), Bank shall remain obligated and liable to the NMG Companies for the provision of such Services without
diminution of such obligation or liability by virtue of such arrangement.
(h) This Section 7.2, Section 7.3 and the Servicing Agreement shall only apply to the servicing of all Accounts other than the
Non-Store Accounts.
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