Neiman Marcus 2008 Annual Report Download - page 387

unstayed for a period of more than sixty (60) days after such judgment becomes final, and in the event such judgment is
covered by insurance, an enforcement proceeding has been commenced by any creditor upon such judgment or decree which
is not promptly stayed;
(i) the Loan Guaranty of any Significant Subsidiary (or any group of Subsidiaries that together would constitute a
Significant Subsidiary) or Holdings shall for any reason cease to be in full force and effect or be declared null and void or
any Responsible Officer of any Subsidiary Guarantor that is a Significant Subsidiary (or the Responsible Officers of any
group of Subsidiaries that together would constitute a Significant Subsidiary) or Holdings, as the case may be, denies that it
has any further liability under its Loan Guaranty or gives notice to such effect, other than by reason of the termination of this
Agreement or the release of any such Loan Guaranty in accordance with this Agreement;
(j) unless all of the Collateral has been released from the Liens in accordance with the provisions of the Collateral
Documents, any Collateral Document shall for any reason cease to be in full force and effect or the assertion by Holdings, the
Borrower or any Restricted Subsidiary, in any pleading in any court of competent jurisdiction, that any security interest
thereunder is invalid or unenforceable and, in the case of any such Restricted Subsidiary, the failure by the Borrower to cause
such Restricted Subsidiary to rescind such assertions within thirty (30) days after the Borrower has actual knowledge of such
assertions; or
(k) the failure by Holdings, the Borrower or any Restricted Subsidiary to comply for sixty (60) days after receipt of
written notice given by the Agent or the Required Lenders with its other agreements contained in the Collateral Documents,
except for a failure that would not materially affect the value of the Collateral, or the remedies with respect thereto, in each
case taken as a whole,
then, and in every such event (other than an event with respect to any Loan Party described in clause (f) or (g) of this Article), and at
any time thereafter during the continuance of such event, the Agent may, and at the request of the Required Lenders shall, by notice to
the Borrower, take any of the following actions, at the same or different times: (i) terminate the Commitments, and thereupon the
Commitments shall terminate immediately and (ii) declare the Loans then outstanding to be due and payable in whole (or in part, in
which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the
principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of
the Borrower accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of
any kind, all of which are hereby waived by the Borrower; provided that upon the occurrence of an event with respect to any Loan
Party described in clause (f) or (g) of this Article, the Commitments shall automatically terminate and the principal of the Loans then
outstanding, together with accrued interest thereon and all fees and other obligations of the Borrower accrued hereunder, shall
automatically become due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby
waived by the Borrower, without further action of the Agent or any Lender. Upon the occurrence and the continuance of an Event of
Default, the Agent may, and at the request of the Required Lenders shall, exercise any rights and remedies provided to the Agent
under the Loan Documents or at law or equity, including all remedies provided under the UCC.
In the event of any Event of Default specified in clause (e) of the preceding paragraph of this Article, such Event of
Default and all consequences thereof (excluding any resulting payment default) shall be annulled, waived and rescinded automatically
and without any action by the Agent or the Lenders if, within twenty (20) days after such Event of Default arose, (i) the Indebtedness
or guarantee that is the basis for such Event of Default has been discharged, (ii) the holders thereof have rescinded or waived the
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