Neiman Marcus 2008 Annual Report Download - page 152

"Repayment Price", when used with respect to any Security to be repaid, means the price at which it is to be repaid pursuant
to such Security.
"Responsible Officer", when used with respect to the Trustee, means any vice president, any assistant secretary, any assistant
treasurer, any senior trust officer or trust officer or any other officer of the Trustee customarily performing functions similar to those
performed by any of the above designated officers and also means, with respect to a particular corporate trust matter, any other officer
to whom such matter is referred because of his knowledge of and familiarity with the particular subject.
"Restricted Subsidiary" means any Subsidiary of the Company (other than a Subsidiary that is principally engaged in the
business of owning or investing in real estate (a Real Estate Subsidiary'), finance, credit, leasing, financial services or other similar
operations, or any combination thereof), which itself, or with one or more other Restricted Subsidiaries, owns or leases a Principal
Property; PROVIDED, HOWEVER, that in the event that any Restricted Subsidiary, in a single transaction or through a series of
related transactions, shall (i) be consolidated with or merge with or into a Real Estate Subsidiary or any of its subsidiaries or (ii)
transfer (by lease, assignment, sale or otherwise) all or substantially all of its properties and assets to a Real Estate Subsidiary, then the
term Restricted Subsidiary' shall include such Real Estate Subsidiary.
"Sale and Leaseback Transaction" means any arrangement with any Person pursuant to which the Company or any Restricted
Subsidiary leases any Principal Property that has been or is to be sold or transferred by the Company or the Restricted Subsidiary to
such Person, other than (1) temporary leases for a term, including renewals at the option of the lessee, of not more than three years, (2)
leases between the Company and a Restricted Subsidiary or between Restricted Subsidiaries and (3) arrangements pursuant to any
provision of law with an effect similar to the former Section 168(f)(8) of the Internal Revenue Code of 1954.
"Security" or "Securities" means any note or notes, bond or bonds, debenture or debentures, or any other evidences of
indebtedness, as the case may be, of any series authenticated and delivered from time to time under this Indenture.
"Security Register" shall have the meaning specified in Section 305.
"Security Registrar" means the Person who keeps the Security Register specified in Section 305. The Company initially
appoints the Trustee to act as Security Registrar for the Securities on its behalf. The Company may at any time and from time to time
authorize any Person, including the Company, to act as Security Registrar in place of the Trustee with respect to any series of
Securities issued under this Indenture.
"Securityholder" means a Person in whose name a Security is registered in the Security Register.
7