Neiman Marcus 2009 Annual Report Download - page 440

SCHEDULE 9.1(a)(iv)
Annual NMG Compensation
On the dates set forth in Section 9.1(a)(iv), each of the amounts referred to in clauses (a) through (c) below shall be
paid as described below.
(a) Merchant Participation True-Up.
The "Annual Merchant Participation Amount " shall be calculated as set forth below and (i) if the Annual Merchant
Participation Amount exceeds the net amount paid by Bank to NMG pursuant to Schedule 9.1(a)(i) in respect of all
Program Quarters in the immediately preceding Program Year, Bank shall pay the amount of such excess to NMG;
and (ii) if the Annual Merchant Participation Amount is less than the net amount paid by Bank to NMG pursuant to
Schedule 9.1(a)(i) in respect of all Program Quarters in the immediately preceding Program Year, NMG shall pay
the amount of such deficiency to Bank. For purposes of determining the Annual Merchant Participation Amount,
the "amount paid by Bank to NMG pursuant to Schedule 9.1(a)(i)" with respect to any period as to which the
quarterly true-up pursuant to Schedule 9.1(a)(iii) has been implemented shall be the amount paid pursuant Schedule
9.1(a)(i) plus or minus the true-up amounts paid pursuant to Schedule 9.1(a)(iii).
As used herein, the "Annual Merchant Participation Amount" means the following:
(i) If the Risk Adjusted Margin for the immediately preceding Program Year is less than [***], an amount
equal to [***] times Net Credit Sales for the immediately preceding Program Year;
(ii) If the Risk Adjusted Margin for the immediately preceding Program Year is equal to or greater than [***]
but less than or equal to [***], an amount equal to [***] times Net Credit Sales for the immediately preceding
Program Year; and
(iii) If the Risk Adjusted Margin for the immediately preceding Program Year is greater than [***], an amount
equal to [***] times Net Credit Sales for the immediately preceding Program Year.
(b) RAM Sharing.
The "Annual RAM Sharing Amount " shall be calculated as set forth below and (i) if the Annual RAM Sharing
Amount exceeds the aggregate amount paid by Bank to NMG pursuant to the provisions of Schedule 9.1(a)
(iii) under the caption "RAM Sharing" in respect of the immediately preceding Program Year, Bank shall pay the
amount of such excess to NMG; and (ii) if the Annual RAM Sharing Amount is less than the aggregate amount paid
by Bank to NMG pursuant to the