Neiman Marcus 2008 Annual Report Download - page 765

Exhibit 10.50
FIFTH AMENDMENT TO CREDIT CARD PROGRAM AGREEMENT
This Fifth Amendment to Credit Card Program Agreement ("Fifth Amendment") is made effective as of the 13th day of March, 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, and the Fourth
Amendment to Credit Card Program Agreement executed as of March 13, 2007, 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. Additional Chargeback Rights. Section 8.5 of the Agreement is amended to read as follows:
8.5 Bank's Right to Charge Back. Bank shall have the right to charge back to NMG the amount of any
Cardholder Indebtedness, including Cardholder Indebtedness incurred prior to the Effective Date with respect to Purchased
Accounts, relating to NMG Charge Transaction Data if with respect to the related NMG Transaction:
(a) The Cardholder refuses to pay the charge based on a dispute regarding the quality or delivery of NMG
Goods and Services representing a valid defense to payment consistent with Applicable Law, provided that any such
refusal constitutes a bona fide claim presented by the Cardholder in good faith n the reasonable opinion of NMG,
after consultation with Bank;
(b) The Cardholder refuses to pay the charge based on claim of unauthorized use of the NMG Credit Card at a
Retail Merchant; provided that any such refusal constitutes a bona fide claim presented by the Cardholder in good
faith in the reasonable opinion of NMG, after consultation with Bank;
(c) The charge was for a bona fide sale or delivery of NMG Goods and Services by or through a NMG
Channel;
(d) The sales slip is a duplicate of a charge slip previously paid;
(e) The price of NMG Goods and Services shown on the charge slip differs from the amount shown on the
Cardholder's copy of the sales slip;
(f) The charge or Account arose from fraud of any employee or agent in a Retail Merchant;
(g) NMG fails to provide Bank with a copy of the applicable sales slip;
(h) NMG fails to provide Bank with a properly signed sales slip;
(i) NMG fails to provide Bank with a copy of the applicable delivery invoice;
(j) NMG fails to obtain proper identification from the Cardholder at the time of the Application;
(k) NMG ships merchandise to a Cardholder at a previously unused address;
(l) The charge or Account arose from fraud of any employee or agent in a NMG call center;