Neiman Marcus 2009 Annual Report Download - page 448

"Confidential Information": As defined in Section 8.01(a)(i) hereof.
"Change in Servicing Law": As defined in Section 4.04(a) hereof.
"Damages": As defined in Section 7.01(a) hereof.
"Deductible Amount": As defined in Schedule 7.04.
"Disclosing Party": As defined in Section 8.01(a)(iv) hereof.
"Effective Annual Servicing Fee Rate": For any measurement period, (x) the Annual Servicing Fee Rate for such
period minus (y) the product of (1) the Profit Sharing Differential for such period and (2) the Average Gross Receivables for such
period divided by (3) the sum of the number Accounts that were Active Accounts during any month in such period divided by the
number of months in such period.
"Inflation Rate": At any time following the first Change in Servicing Law, the period beginning with the first full
calendar month immediately following the time the Servicer begins to make any material efforts to comply with the first Change in
Servicing Law and ending with the full calendar month immediately preceding the time the Servicer begins to make any material
efforts to comply with the most recent Change in Servicing Law, the percentage equivalent of the product of one plus the monthly CPI
for each completed month in such period (e.g., for the period of January 2010 through July 2010, such calculation would be:
(1+0.2%)*(1+0.0%)*(1+0.1%)*(1-0.1%)*(1-0.2%)*(1-0.1%)*(1+0.3%) = 100.2%).
"Initial Penalty Amount": As defined in Schedule 5.02.
"Monthly Average Servicing Cost Per Active Account" means, for any period, (i) when used in reference to the
Servicer, the total costs incurred by the Servicer in connection with performing the Services divided by (A) the sum of the number of
Accounts that were Active Accounts in any month in such period divided by (B) the number of months in such period, and (ii) when
used in reference to Bank, the total costs incurred by Bank in connection with performing services equivalent to the Services in
connection with all private label credit card programs serviced by Bank divided by (x) the sum of all credit card accounts under such
programs that would have been considered Active Accounts in any month in such period if such accounts were "Accounts" under the
Program divided by (y) the number of months in such period.
"NMG Companies": As defined in the recitals hereof.
"Non-Starred SLAs": Any SLA on Schedule 2.04(a) that is not a Starred SLA.
"Party": When used in the singular, either Servicer or Bank or, when used in the plural, both Servicer and Bank.
"Primary Servicer": HSBC Card Services, Inc., a Delaware corporation.
"Program Agreement": As defined in the recitals hereof.
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