Neiman Marcus 2009 Annual Report Download - page 293

(v) provide training to NMG trainers with respect to Program operations, including training of POS
personnel and NMG Servicer personnel in the Bank's policies and procedures with respect to the Program
and in the use of the Bank Systems utilized in the Program;
(vi) to the fullest extent permitted by Applicable Law and Bank's or its Affiliate's agreements with
third parties, as requested from time to time by the NMG Companies, provide transaction and experience
information about cardholders of Bank's and its Affiliates' other Credit Card programs and customers of
Bank's and its Affiliates' other consumer loan programs and assist the NMG Companies and their Affiliates
in using such information to develop marketing plans for their businesses;
(vii) to the fullest extent permitted by Applicable Law and Bank's or its Affiliate's agreements with
third parties, as requested from time to time by NMG, permit the NMG Companies to solicit or offer NMG
Goods and Services to cardholders of Bank's and its Affiliates' other Credit Card programs and customers
of Bank's and its Affiliates' other consumer loan programs;
(viii) process remittances from Cardholders;
(ix) produce and issue all new, replacement and reissued credit card plates related to the NMG Credit
Cards and the Loyalty Cards; and
(x) handle recoveryefforts in respect of Accounts.
4.4 Ownership of Accounts; Account Documentation.
(a) Except to the extent of the NMG Companies' ownership of the NMG Licensed Marks, Bank shall be the
sole and exclusive owner of all Accounts and Account Documentation and shall have all rights, powers, and privileges with respect
thereto as such owner; provided that Bank shall exercise such rights consistent with the provisions of this Agreement and Applicable
Law. All purchases of NMG Goods and Services in connection with the Accounts and the Cardholder Indebtedness shall create the
relationship of debtor and creditor between the relevant Cardholder and Bank, respectively. The NMG Companies acknowledge and
agree that (i) they have no right, title or interest (except for their right, title and interest in the NMG Licensed Marks and their option
to purchase the Program Assets under Section 17.2 or 17.5(a)) in or to, any of the Accounts or Account Documentation or any
proceeds of the foregoing, and (ii) Bank extends credit directly to Cardholders.
(b) Except as expressly provided herein, Bank shall be entitled to (i) receive all payments made by
Cardholders on Accounts and (ii) retain for its account all Cardholder Indebtedness and all other fees and income authorized by the
Cardholder Agreements and collected with respect to the Accounts and Cardholder Indebtedness. Bank shall retain for its account any
income from selling Approved Ancillary Products as shall have been approved by the Management Committee in connection with the
approval of the offering of such Approved Ancillary Products.
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