Neiman Marcus 2003 Annual Report Download - page 235

(b) If any Lender party to this Agreement shall not elect to increase its Commitment pursuant to subsection (a) of this
Section, the Borrower may, within 30 days of the Lender's response, designate one or more of the existing Lenders or other financial
institutions acceptable to the Administrative Agent (such acceptance not to be unreasonably withheld or delayed), the Issuing Banks
and the Borrower which at the time agree to (i) in the case of any such Person that is an existing Lender, increase its Commitment and
(ii) in the case of any other such Person (an "Additional Lender"), become a party to this Agreement. The sum of the increases in the
Commitments of the existing Lenders pursuant to this subsection (b) plus the Commitments of the Additional Lenders shall not in the
aggregate exceed the unsubscribed amount of the Increased Commitments.
(c) An increase in the aggregate amount of the Commitments pursuant to this Section 2.18 shall become effective upon
the receipt by the Administrative Agent of an agreement in form and substance satisfactory to the Administrative Agent signed by the
Borrower, by each Additional Lender and by each other Lender whose Commitment is to be increased, setting forth the new
Commitments of such Lenders and setting forth the agreement of each Additional Lender to become a party to this Agreement and to
be bound by all the terms and provisions hereof, together with such evidence of appropriate corporate authorization on the part of the
Borrower with respect to the Increased Commitments and such opinions of counsel for the Borrower with respect to the Increased
Commitments as the Administrative Agent may reasonably request.
(d) Upon any increase in the aggregate amount of the Commitments pursuant to this Section 2.18 that is not pro rata
among all Lenders, (i) the respective Letter of Credit Liabilities of the Lenders shall be redetermined as of the effective date of such
increase and (ii) within five Domestic Business Days, in the case of any Group of Base Rate Loans then outstanding, and at the end of
the then current Interest Period with respect thereto, in the case of any Group of Euro-Dollar Loans then outstanding, the Borrower
shall prepay such Group in its entirety and, to the extent the Borrower elects to do so and subject to the conditions specified in Article
3, the Borrower shall reborrow Committed Loans from the Lenders in proportion to their respective Commitments after giving effect
to such increase, until such time as all outstanding Committed Loans are held by the Lenders in such proportion.
ARTICLE III
CONDITIONS
Section 3.01. Effectiveness. The Commitments shall become effective only when all the following conditions have
been satisfied:
(a) the Administrative Agent shall have received, from each party listed on the signature pages hereof, either a
counterpart hereof signed by such party or facsimile or other written confirmation satisfactory to the Administrative Agent confirming
that such party has signed a counterpart hereof;
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