Neiman Marcus 2003 Annual Report Download - page 140

No successor Trustee with respect to any series of Securities shall accept its appointment unless at the time of such
acceptance such successor Trustee shall be qualified and eligible with respect to that series under this Article.
Section 6.112. Merger, Conversion, Consolidation or Succession to Business. Any corporation into which the Trustee may
be merged or converted or with which it may be consolidated, or any corporation resulting from any merger, conversion or
consolidation to which the Trustee shall be a party, or any corporation succeeding to all or substantially all of the corporate trust
business of the Trustee, shall be the successor of the Trustee hereunder, provided such corporation shall be otherwise qualified and
eligible under this Article, without the execution or filing of any paper or any further act on the part of any of the parties hereto. In
case any Securities shall have been authenticated, but not delivered, by the Trustee then in office, any successor by merger, conversion
or consolidation to such authenticating Trustee may adopt such authentication and deliver the Securities so authenticated with the
same effect as if such successor Trustee had itself authenticated such Securities.
Section 6.113. Preferential Collection of Claims Against Company.
(a) Subject to Subsection (b) of this Section, if the Trustee shall be or shall become a creditor, directly or
indirectly, secured or unsecured, of the Company within 3 months prior to a default, as defined in Subsection (c) of this
Section, or subsequent to such a default, then, unless and until such default shall be cured, the Trustee shall set apart and hold
in a special account for the benefit of the Trustee individually, the Holders of the Securities and the holders of other indenture
securities (as defined in Subsection (c) of this Section):
(1) an amount equal to any and all reduction in the amount due and owing upon any claim as such creditor in
respect of principal or interest, effected after the beginning of such 3-month period and valid as against the Company and its
other creditors, except any such reduction resulting from the receipt or disposition of any property described in paragraph (2)
of this Subsection, or from the exercise of any right of set-off which the Trustee could have exercised if a petition in
bankruptcy had been filed by or against the Company upon the date of such default; and
(2) all property received by the Trustee in respect of any claim as such creditor, either as security therefor, or
in satisfaction or composition thereof, or otherwise, after the beginning of such 3-month period, or an amount equal to the
proceeds of any such property, if disposed of, subject, however, to the rights, if any, of the Company and its other creditors in
such property or such proceeds.
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