Neiman Marcus 2008 Annual Report Download - page 758

Exhibit 10.47
Confidential Treatment Requested.
Certain material (indicated by asterisks) has been omitted from this document and filed separately with the Securities and Exchange
Commission pursuant to a request for confidential treatment.
SECOND AMENDMENT TO CREDIT CARD PROGRAM AGREEMENT
This Second Amendment to Credit Card Program Agreement ("Second Amendment") is made as of the 28th day of June,
2006, by and among The Neiman Marcus Group, Inc. ("NMG"), Bergdorf Goodman, Inc. ("BG", and together with NMG, the "NMG
Companies"), HSBC Bank Nevada, N.A., a national credit card bank ("Bank"), and Household Corporation, a Delaware corporation
("Primary Servicer"), to that certain Credit Card Program Agreement ("Agreement") executed as of June 8, 2005 and amended by the
First Amendment to Credit Card Program Agreement executed as of April 30, 2006, by and between the parties thereto.
W I T N E S S E T H:
WHEREAS, the parties wish to further amend the Agreement as set forth herein:
NOW, THEREFORE, in consideration of the terms, conditions and mutual covenants contained herein, and for good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
1. Schedule 7.3(a)(A)(1) is deleted in its entirety and replaced with the following new Schedule 7.3(a)(A)(1):
"Percentage of all billing statements that will be mailed out within [***] days (excluding Sundays) of cycle close
date provided that this standard shall not apply if either: (i) a NMG system problem prevents communications of the
credit input data to Bank's credit operations (monthly reporting will be completed on an Excel spreadsheet); or,
(ii) Inserts provided by the NMG Companies do not meet Bank's specification: [***]"
2. The table included in Schedule 9.1(a)(1) under the section titled "Determination of Servicing Fee Percentage" is
hereby deleted and replaced with the following new table:
Service Amount Definition
Billing and Statementing
Documentation Services —
Statement Mailing — Internal Inserts
[***] Bank is issuing the cycle end bills and statements for all Accounts
and including internal inserts in such bills
Documentation Services —
Statement Mailing — External Inserts
[***] Bank is issuing the cycle end bills and statements for all Accounts
and including external inserts in such Bills
Credit Card Production Services [***] Bank is producing and issuing all new, replacement and reissued
credit card plates
Late Stage Collections
General Late Stage Collections [***] Bank is collecting balances which are at least [***] days past their
due date
Charged off balances [***] Bank is collecting balances which have been written-off in
accordance with the Risk Management Policies
Universal Agents to Bank Payroll
Bank is employing the Persons responsible for