Neiman Marcus 2008 Annual Report Download - page 611

(i) Insurance. The Bank Companies maintain insurance policies with respect to their properties under such terms and conditions
as are (i) commercially reasonable and available from time to time and (ii) customary for similarly situated Persons engaged in similar
business, except in each case for insurance which a failure to maintain would not reasonable be expected to have a material adverse
effect on the ability of the Bank Companies to perform their obligations under this Agreement.
11.3 No other Representations or Warranties. Except as expressly set forth in Sections 11.1 and 11.2, neither Bank nor NMG
has made or makes any other express or implied representations, or any express or implied warranty, either written or oral, with
respect to the Credit Card Business, the Program, the Bank Companies or the NMG Companies, or as to any other matter whatsoever.
11.4 General Covenants of the NMG Companies.
(a) Litigation. Each of the NMG Companies promptly shall notify Bank in writing if it receives written notice of any litigation
that, if adversely determined, would reasonably be expected to have a material adverse effect on the Program, the Accounts in the
aggregate or the NMG Companies' ability to perform their obligations hereunder.
(b) Reports and Notices. Each of the NMG Companies shall provide Bank with a facsimile notice specifying the nature of any
NMG Event of Default, or any event which, with the giving of notice or passage of time or both, would constitute an NMG Event of
Default, or any development or other information which is likely to have a material adverse effect on the Program, the Accounts,
Cardholder Indebtedness or the NMG Companies' ability to perform their obligations pursuant to this Agreement. Notices pursuant to
this Section 11.4(b) relating to NMG Events of Default shall be provided within two (2) Business Days after any of the NMG
Companies has Knowledge of the existence of such default. Notices relating to all other events or developments described in this
Section 11.4(b) shall be provided (i) promptly after any of the NMG Companies has Knowledge of the existence of such event or
development if such event or development has already occurred, and (ii) with respect to events or developments that have yet to occur,
as early as reasonably practicable under the circumstances. Any notice provided under this Section shall be confirmed in writing to
Bank within five (5) Business Days after the transmission of the initial notice.
(c) Applicable Law/Operating Procedures. The NMG Companies shall at all times during the Term comply in all material
respects with Applicable Law affecting their obligations under this Agreement and the Operating Procedures.
(d) Servicing Qualifications. NMG shall at all times during the Term remain licensed and qualified in all jurisdictions necessary
to service the Accounts in accordance with all Applicable Laws, except where the failure to be so qualified would not reasonably be
expected to have, individually or in the aggregate, a material adverse effect on the ability of NMG to perform its obligations under this
Agreement.
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