Neiman Marcus 2008 Annual Report Download - page 603

(b) Form of Payment. All payments pursuant to this Section 9.1 shall be made by wire transfer of immediately available funds to
an account designated in writing by NMG or Bank, as the case may be, unless otherwise agreed upon by the Parties in writing.
9.2 Dispute Resolution. Any disputes regarding the amounts owed under this Agreement shall be resolved in accordance with
Section 12.3.
ARTICLE X
INTELLECTUAL PROPERTY
10.1 The NMG Licensed Marks.
(a) Grant of License to Use the NMG Licensed Marks. Subject to the terms and conditions of this Agreement, NMG hereby
grants to Bank a non-exclusive, royalty-free, non-transferable right and license to use the NMG Licensed Marks (i) with respect to the
Program in the United States in connection with the creation, establishment, marketing and administration of, and the provision of
services related to, the Program and (ii) in connection with any sale permitted by this Agreement of the Accounts and Cardholder
Indebtedness to third parties for liquidation. All use of the NMG Licensed Marks shall be in accordance with this Agreement and any
Trademark Style Guide delivered by NMG to Bank from time to time (which NMG shall so deliver). All uses of the NMG Licensed
Marks shall require the prior written approval of NMG. To the extent Bank delegates any of its rights or obligations hereunder to any
authorized Affiliate and/or authorized third party in accordance with the terms and conditions of this Agreement, Bank may sublicense
its rights in the NMG Licensed Marks hereunder to such authorized Person; provided that such Person shall agree to comply with all
of the terms and conditions of the use of the NMG Licensed Marks hereunder and Bank shall remain liable for such Person's failure to
so comply. Except as expressly set forth in this Section 10.1, the rights granted pursuant to this Section 10.1 are solely for use of Bank
and may not be sublicensed without the prior written approval of NMG.
(b) New NMG Marks. If NMG or any of its Subsidiaries adopts a trademark, service mark or other source indicator that is a
successor to an NMG Licensed Mark or that NMG has otherwise elected to use in connection with the Program but which is not listed
on Schedule 1.1(d) hereto (a "New NMG Mark"), Bank may request that NMG add such New NMG Mark to Schedule 1.1(d) hereto
and license its use hereunder; NMG shall not unreasonably fail to do so, and upon NMG's written approval of the addition of such
New NMG Mark, such New NMG Mark shall be deemed added to Schedule 1.1(d).
(c) Termination of License. Except to the extent otherwise provided in Section 17.5, the license granted in this Section 10.1 shall
terminate upon the termination or expiration of this Agreement or, if the purchase option under Section 17.2 is exercised, the Program
Purchase Date. Upon termination of the license granted in this Section 10.1, all rights in the NMG Licensed Marks granted hereunder
shall revert to NMG and Bank shall: (i) discontinue
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