Neiman Marcus 2008 Annual Report Download - page 599

NMG Companies and Bank shall maintain such interfaces and cooperate in good faith with each other in connection with any
modifications to such interfaces as may be requested by either Party from time to time.
(ii) Each of the NMG Companies and Bank agrees to maintain at its own expense its respective Systems interfaces so that
the operation of the Systems as a whole is at all times no less functional than prior to the Effective Date. Bank agrees to provide
sufficient personnel to support the Systems interfaces required to be sustained among the NMG Companies and Bank.
(b) Additional Interfaces; Interface Modifications. All requests for new interfaces, modifications to existing interfaces and
terminations of existing interfaces shall be presented to the Management Committee for approval. Upon approval, the Parties shall
work in good faith to establish the requested interfaces or modify or terminate the existing interfaces, as applicable, on a timely basis.
Except as otherwise provided herein (including in Section 7.4), all costs and expenses with respect to any new interface or interface
modification or termination shall be borne by the requesting Party unless otherwise determined by the Management Committee.
(c) Secure Protocols. The Parties shall use secure protocols for the transmission of data from Bank and its Affiliates, on the one
hand, to NMG and its Affiliates, on the other hand, and vice versa.
7.6 Customer Management Systems. Bank hereby agrees to establish the Customer Management System with the features set
forth in Schedule 7.6 by the dates specified in such schedule. The Customer Management System shall be established and maintained
by Bank at its own expense in order to support NMG in the marketing of the Program and the Credit Card Business.
ARTICLE VIII
MERCHANT SERVICES
8.1 Transmittal and Authorization of NMG Charge Transaction Data. NMG shall, and shall cause its Subsidiaries and Licensees
(such Subsidiaries and Licensees, together with NMG, the "Retail Merchants") to, accept the NMG Credit Cards or Non-Card
Payment Plans for NMG Goods and Services. The Retail Merchants shall transmit NMG Charge Transaction Data for authorization of
NMG Transactions to Bank as provided in the Operating Procedures. NMG Servicer, on Bank's behalf, shall authorize or decline
NMG Transactions on a real time basis as provided in the Operating Procedures, including transactions involving split-tender (i.e., a
portion of the total transaction amount is billed to an NMG Credit Card or Non-Card Payment Plan and the remainder is paid through
one or more other forms of payment), transactions over the phone, on-line or hand keyed, as applicable, or down-payments on NMG
Goods and Services for later delivery. If any Retail Merchant is unable to obtain authorizations for NMG Transactions for any reason,
such Retail Merchant may complete such NMG Transactions without receipt of further authorization as provided in the Operating
Procedures.
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