Neiman Marcus 2009 Annual Report Download - page 321

service is transferred to Primary Servicer as a transferred Service in accordance with the Servicing Agreement and this Section 7.2(b),
Primary Servicer shall continue to monitor the customer disputes in substantially the same manner as was monitored prior to such
transfer.
(c) Upon transfer of Services to Primary Servicer in accordance with Section 2.03(b) of the Servicing
Agreement and Section 7.2(b), the amount payable to Servicer shall be adjusted as set forth in Section 2.03(b) of the Servicing
Agreement in order to reflect the reduction of Services being performed by Servicer and the assumption of the performance of such
Services by Primary Servicer, which transferred Services shall be performed at the sole cost and expense of the Primary Servicer.
(d) Primary Servicer shall maintain records relating to its performance of the Services in accordance with the
record retention policies set forth on Schedule 4.4(f). Records may be kept in either paper or electronic form. Primary Servicer shall
retrieve, reproduce and deliver to NMG any records reasonably requested from time to time by NMG for the purpose of providing
customer assistance or resolving customer disputes, and NMG shall compensate Primary Servicer on demand for the reasonable costs
and expenses associated with such retrieval, reproduction and delivery.
(e) Primary Servicer shall have the right to perform any portion of the Services through one or more
subservicers; provided that (i) any subservicer that is not an Affiliate of Primary Servicer shall be subject to approval pursuant to
Article III and (ii) Primary Servicer shall remain fully responsible to NMG for the portion of the Services performed by any
subservicer(s) (including its Affiliates). Notwithstanding the foregoing, to the extent Primary Servicer subcontracts or outsources to
any third party any Services as of the date hereof, Primary Servicer may continue to subcontract or outsource such Services to such
third party (and Primary Servicer shall be fully responsible for the performance of such subcontracted or outsourced Services).
(f) Notwithstanding any arrangement whereby Bank provides any Services through an Affiliate (or third party
as permitted under Section 7.2(e)), Bank shall remain obligated and liable to the NMG Companies for the provision of such Services
without diminution of such obligation or liability by virtue of such arrangement.
7.3 Service Level Standards.
(a) Primary Servicer shall perform the applicable Services in accordance with the SLAs set forth on Schedule
7.3(a).
(b) Primary Servicer shall report to the NMG Companies monthly, in a mutually agreed upon format and on a
calendar month basis, Primary Servicer's performance under each of the SLAs set forth on Schedule 7.3(a). If Primary Servicer fails
to meet any SLA, Primary Servicer shall (i) immediately report to the Management Committee the reasons for the SLA failure(s); and
(ii) promptly take any action reasonably necessary to correct and prevent recurrence of such failure(s).
(c) With respect to any SLA set forth on Schedule 7.3(a), the provisions set forth in Schedule 7.3(c) shall
apply.
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