Neiman Marcus 2009 Annual Report Download - page 274

"Receiving Party" has the meaning set forth in Section 13.1(d) hereof.
"Recourse Accounts" has the meaning set forth in Section 20.1(a).
"Recourse Portfolio" means, at any time, the combination of those Accounts that are Full Recourse Accounts and those that
are Partial Recourse Accounts at such time.
"Renewal Term" has the meaning set forth in Section 16.1 hereof.
"Reserve Period" means the period commencing on the date on which NMG delivers a notice of termination to Bank pursuant
to Section 16.2(f)(ii)(B) and ending on the effective date of the termination of this Agreement; provided, however, that there shall be
excluded from the Reserve Period (and the number of days in the Reserve Period shall be correspondingly reduced) by the number of
days during the period, if any, commencing on the date NMG elects to extend the period during which the purchase option referred to
in Section 17.2 is exercisable and ending on the date on which NMG elects to purchase the Program Assets or such option to purchase
the Program Assets expires without being exercised.
"Retail Merchants" has the meaning set forth in Section 8.1 hereof.
"Risk Adjusted Margin" means, with respect to any segment of Accounts for any period, the Annualized percentage
equivalent of a fraction equal to (A) (i) Gross Financing Income for such Accounts for such period, minus (ii) Net Write-Offs with
respect to such Accounts for such period (provided, however, that to the extent any Net Write-Offs with respect to the portion of any
Recourse Account that is recourse to NMG are subtracted pursuant to this clause (ii), then there shall be added back and netted from
such Net Write-Off amount the aggregate amount of all payments of NMG pursuant to Article XX in respect of such Account), minus
(iii) Funding Costs for such period times a fraction the numerator of which is the Average Daily Gross Receivables in respect of such
Accounts of such segment during such period and the denominator of which is the Average Daily Gross Receivables of all Accounts
during such period, plus (iv) the total of all amounts paid by NMG pursuant to Section 9.1(c)(ii)(A), divided by (B) the Average Daily
Gross Receivables in respect of such Accounts in such segment for such period.
"Risk Change Compensation Amount" means, with respect to any segment of Accounts, the product of (i) a percentage equal
to the excess, if any, of [***] over the Post MP RAM for such segment of Accounts forecasted by Bank (in accordance with
Section 17.2(g)) to be achieved during the period from the occurrence of a Preliminary Non-Purchase Event through the [***]
thereafter (as calculated in accordance with Schedule 1.1(i)), (ii) the Average Daily Gross Receivables forecasted by Bank for such
segment of Accounts during such period (as calculated in accordance with Schedule 1.1(i)) and (iii) two.
"Risk Change Compensation Percentage" means a percentage equal to the percentage of Net Credit Sales forecasted by Bank
to be generated during the period commencing on the occurrence of a Preliminary Non-Purchase Event and ending on the effective
date of termination of this Agreement pursuant to Section 16.4 hereof that would equal the Risk Change Compensation Amount.
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