Neiman Marcus 2009 Annual Report Download - page 455

any Change in Law affecting the provision by Servicer of the Services) (any of the foregoing, a "Change in Servicing Law"). Any
increase in the Servicer's cost of providing the Services that are caused by or arise from a Change in Servicing Law shall be allocated
between the Servicer and Bank as follows:
(b) The Parties will mutually determine (i) the Servicer's Monthly Average Servicing Cost Per Active Account
during the [***] immediately preceding the time the Servicer begins to make any material efforts to comply with the first Change in
Servicing Law, (ii) the Servicer's Monthly Average Servicing Cost Per Account during the [***] immediately following the Servicer's
implementation of processes and procedures to comply with any Change in Servicing Law, (iii) if Bank is required to implement a
systematic procedure in response to the Change in Servicing Law pursuant to Section 4.04(d), the Servicer's Monthly Average
Servicing Cost Per Active Account during the [***] immediately following the implementation of the systemic solution pursuant to
Section 4.04(d), (iv) the Bank's Monthly Average Servicing Cost Per Active Account during the period referred to in clause (i), and
(v) if Bank is required to implement a systematic procedure in response to the Change in Servicing Law pursuant to Section 4.04(d),
Bank's Monthly Average Servicing Cost Per Active Account during the [***] immediately following Bank's implementation of such
systematic solution. Any disputes regarding such servicing costs will be resolved in accordance with Article XII of the Program
Agreement. In calculating the Servicer's Monthly Average Servicing Cost Per Active Account, the costs associated with performing
Late Stage Collections Services shall be separately reflected, and in the event of a transfer of such Services pursuant Section 2.03(b),
after such transfer all calculations pursuant to this Section 4.04(b) shall exclude any such costs associated with performing such
services for all periods measured.
(c) Unless the NMG Cost Increase Percentage (as determined in accordance with the following provisions of
this Section 4.04(c)) is less than or equal to [***], in which case the Annual Servicing Fee Rate will remain unchanged, then the
Annual Servicing Fee Rate in effect from and after the date of any Change in Servicing Law shall be [***] (or $[***] decreased, if
applicable, as set forth in Section 2.03(b) in the event that Late Stage Collection Services have been transferred pursuant such Section)
increased by the fractional equivalent of a percentage (such percentage, the "NMG Cost Increase Percentage"), if any, by which the
amount referred to in Section 4.04(b)(ii) exceeds the cost referred to in Section 4.04(b)(i) (which shall be multiplied by the Inflation
Rate for any Change in Servicing Law following the first Change in Servicing Law) (i.e., [***] (or [***] following the transfer of Late
Stage Collections Services as set forth in Section 2.03(b)) shall be multiplied by a number equal to [***]
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