Neiman Marcus 2008 Annual Report Download - page 223

(e) All services that the Executive may render to NMG or any of its Affiliates in any capacity during the
Employment Term shall be deemed to be services required by this Agreement and the consideration for such services is that provided
for in this Agreement.
5. Compensation and Related Matters.
(a) Base Salary. During the Employment Term, NMG shall pay to the Executive for his services under this
Agreement an annual base salary ("Base Salary").
(i) At the commencement of the CEO Term, the Base Salary shall be $1,300,000.00. During the CEO
Term, the Base Salary will be reviewed annually and is subject to adjustment at the discretion of the Board, but in no
event shall NMG pay the Executive a Base Salary less than that set forth above during the CEO Term. The Base
Salary shall be payable in installments in accordance with the general payroll practices of NMG, or as otherwise
mutually agreed upon.
(ii) At the commencement of the Subsequent Term, the Base Salary shall be equal to 75% of the Base
Salary payable to the Executive immediately preceding the commencement of the Subsequent Term. During the
Subsequent Term, the Base Salary will be reviewed annually and is subject to adjustment at the discretion of the
Board, but in no event shall NMG pay the Executive a Base Salary less than that established at the commencement
of the Subsequent Term. The Base Salary shall be payable in installments in accordance with the general payroll
practices of NMG, or as otherwise mutually agreed upon.
(b) Annual Incentives. The Executive will participate in NMG's annual incentive bonus program(s) applicable
to the Executive's position, in accordance with the terms of such program(s), and shall have the opportunity to earn an annual bonus
thereunder based on the achievement of performance objectives determined by the Board after consultation with the Executive.
Notwithstanding the foregoing, the performance objectives applicable to the Executive's annual bonus opportunity and the
corresponding bonus percentages (including the level of achievement required for the Executive to earn the Target Bonus) for the
fiscal year in which the Effective Date occurs and for the first fiscal year commencing after the Effective Date occurs will be mutually
agreed by the Board and the Executive. During each fiscal year, the minimum bonus payable to the Executive if the bonus targets for
such year are achieved will be 50% of the Executive's Base Salary for such fiscal year, the Target Bonus will be 85% of Base Salary
and the maximum bonus payable to the Executive will be 170% of Base Salary. The actual amount of any annual incentive bonus
paid to the Executive will be determined according to the terms of the annual incentive bonus program(s), including any such terms
that place the amount of any annual incentive bonus within the discretion of the Board. In determining whether the bonus targets for
any fiscal year of NMG have been achieved, the Board will disregard any fees paid to the Sponsors (as defined in the Management
Equity Incentive Plan) other than director fees paid to the Sponsors' representatives for their service on the Board.
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