Neiman Marcus 2008 Annual Report Download - page 762

FOURTH AMENDMENT TO CREDIT CARD PROGRAM AGREEMENT
This Third Amendment to Credit Card Program Agreement ("First Amendment") is made effective as of the 3 day of April,
2007, by and among The Neiman Marcus Group, Inc. ("NMG"), Bergdorf Goodman, Inc. ("BG, and together with NMG, the "NMG
Companies"), HSBC Bank Nevada, N.A., a national credit card bank ("Bank"), and HSBC Private Label Corporation, a Delaware
corporation formerly known as Household Corporation ("Primary Servicer") to that certain Credit Card Program Agreement
("Agreement") executed as of June 8, 2005 and amended by the First Amendment to Credit Card Program Agreement executed as of
April 30, 2006 ("First Amendment"), and the Second Amendment to Credit Card Program Agreement executed as of June 28, 2006
("Second Amendment") and the Third Amendment to Credit Card Program Agreement executed as of August 1, 2006, by and between
the parties hereto. In consideration of the terms, conditions and mutual covenants contained herein, and for good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties acknowledge and agree as follows:
1. Recourse Credit Program. The Parties will establish and maintain a recourse credit program in accordance with the terms
and conditions set forth in the attached addendum ("Article XX — Recourse Credit Program"), which is hereby incorporated
into the Agreement and this Fourth Amendment.
2. Administrative Provisions. When construing the provisions of the Agreement and this Fourth Amendment:
A. To the extent the provisions of this Fourth Amendment are consistent with the Agreement, this Fourth Amendment
shall govern.
B. This Fourth Amendment supersedes all prior communications and shall be binding upon and inure to the benefit of
the parties, their respective successors and assigns.
C. All capitalized terms not otherwise defined herein shall have the same meaning afforded them in the Agreement.
D. Except as otherwise modified herein, the terms and conditions of the Agreement remain in full force and effect.
IN WITNESS WHEREOF, each of the Parties has caused this Fourth Amendment to be duly executed as of the date first
above written.
THE NEIMAN MARCUS GROUP, INC. HSBC BANK NEVADA, N.A.
By: /s/ William S. Hough By: /s/ Brian D. Hughes
Title: VP Credit Services Title: Executive Vice President
THE NEIMAN MARCUS GROUP, INC. HSBC PRIVATE LABEL CORPORATION
By: /s/ William S. Hough By: /s/ Brian D. Hughes
Title: VP Credit Services Title: Executive Vice President