Neiman Marcus 2008 Annual Report Download - page 622

ARTICLE XV
EVENTS OF DEFAULT; RIGHTS AND REMEDIES
15.1 Events of Default. The occurrence of any one or more of the following events (regardless of the reason therefor) shall
constitute an Event of Default by a Party hereunder:
(a) Such Party shall fail to perform, satisfy or comply with any obligation, condition, covenant or other provision contained in
this Agreement (other than failure to comply with any SLAs), and (i) such failure shall remain unremedied for a period of thirty (30)
days after the other Party shall have given written notice thereof specifying the nature of such failure in reasonable detail, provided
that if such failure cannot be cured in a commercially reasonable manner within such time, such failure shall not constitute an Event of
Default if the defaulting Party shall have initiated and diligently pursued a cure within such time and such cure is completed within
ninety (90) days from the date of written notice regarding such failure, and (ii) such failure shall either have a material adverse effect
on the licensed marks of the non-defaulting Party, or materially diminish the economic value of the Program to the non-defaulting
Party.
(b) Any representation or warranty by such Party contained in this Agreement shall not be true and correct in any respect as of
the date when made, and (i) the Party making such representation or warranty shall fail to cure the event giving rise to such breach
within thirty (30) days after the other Party shall have given written notice thereof specifying the nature of such breach in reasonable
detail, provided that if such failure cannot be cured in a commercially reasonable manner within such time, such breach shall not
constitute an Event of Default if the defaulting Party shall have initiated a cure within such time and such cure is completed within
ninety (90) days from the date of written notice regarding such breach, and (ii) such failure shall either have a material adverse effect
on the Program or the licensed marks of the non-defaulting Party or materially diminish the economic value of the Program to the non-
defaulting Party.
15.2 Defaults by Bank. The occurrence of any one or more of the following events (regardless of the reason therefor) shall
constitute an event of default by Bank hereunder:
(a) Bank shall fail to settle NMG Charge Transaction Data and make payment in full therefor within two (2) Business Days after
such settlement payment is due pursuant to Section 8.4.
(b) Bank shall fail to make payment in full of any amount set forth on a Monthly Settlement Sheet or Yearly Settlement Sheet
when due and payable.
(c) Bank shall fail to make payment in full of any amount due to NMG pursuant to Schedule 7.3(c) within two (2) Business
Days after such payment is due pursuant to Schedule 7.3(c).
(d) Bank Parent shall fail to make payment in full of any amount owed under the Bank Guarantee to one or more of the NMG
Companies when due and payable.
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