Neiman Marcus 2008 Annual Report Download - page 601

accordance with this Section 8.4(b), Bank shall pay NMG the price of the NMG Goods and Services without giving effect to such
discount(s). NMG shall reimburse Bank for the amount of such discounts on a monthly basis as set forth in Section 8.4(c).
(c) Not more than five (5) days after the end of each Fiscal Month, NMG Servicer shall deliver or cause to be delivered to Bank
a report for such preceding Fiscal Month of all Special Discounts reflected in the NMG Charge Transaction Data and paid for by Bank
in such preceding Fiscal Month (and, in the case of NMG Charge Transaction Data for a credit to an Account, all reversals of Special
Discounts reflected in the credits included in such NMG Charge Transaction Data). The sum of (i) the net amount of Special
Discounts paid by Bank with respect to such Special Discounts during such Fiscal Month, as reflected on such report (after deducting
any Special Discounts reversed in respect of NMG Goods and Services for which a credit was issued), plus (ii) an amount equal to the
product of such net amount of Special Discounts and the Program Fee Percentage shall be paid by NMG to Bank within three
(3) Business Days of such report.
(d) NMG shall be responsible for allocating such remittances among the Retail Merchants as appropriate and Bank shall have no
responsibility or liability in connection therewith (it being agreed that Bank has no obligation to accept NMG Charge Transaction
Data directly from, or make remittances to, any person other than NMG).
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 in the reasonable opinion of NMG, after consultation with Bank;
(b) The Cardholder refuses to pay the charge based on a 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 not for a bona fide sale or delivery of NMG Goods and Services by or through a NMG Channel;
(d) The charge 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 charge slip;
(f) The charge or Account arose from fraud of any employee or agent in a Retail Merchant; or
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