Exhibit 10.54
Confidential Treatment Requested.
Certain material (indicated by asterisks) has
been omitted from this document and filed separately with the
Securities and Exchange Commission pursuant to a request for
confidential treatment.
9 th AMENDMENT TO CREDIT CARD PROGRAM
AGREEMENT
This 9 th Amendment to Credit Card Program Agreement
(the “9 th
Amendment”) is entered
into this 30 th
day of December 2008 by
and among The Neiman Marcus Group, Inc. and Bergdorf
Goodman, Inc. on the one hand, and HSBC Private Label
Corporation (formerly, Household Corporation) and HSBC Bank Nevada,
N.A. on the other hand, to that certain Credit Card Program
Agreement, dated June 8, 2005 (as amended, the
“Agreement”), among the foregoing parties. The 9
th Amendment shall have an effective date as
of November 21st, 2008. All capitalized terms used herein and
not otherwise defined shall have the meanings given to them in the
Agreement.
1. In Section 1.1 of the
Agreement, the following sentence shall be added at the end of the
definition for “Average Interest Free Receivables”:
“Average Interest Free Receivables does not include interest
free Accounts that do not bear interest subject to NMG Transactions
made pursuant to the Six (6) Month No Interest/No Payment
Promotion Credit Plan #30704 (as defined below).”
2. In Section 1.1 of the
Agreement, the following sentence shall be added at the end of the
definition for “Gross Financing Income”: “The
Merchant Discount payable by NMG to Bank pursuant to the Six
(6) Month No Interest/No Payment Promotion Credit Plan #30704
shall be included in the calculation of Gross Financing Income, and
therefore, shall be included in the calculation of Variable
Break-Even Margin.”
3. The following new defined term
shall be added in Section 1.1. of the Agreement in the
appropriate alphabetical order: “Six (6) Month No
Interest/No Payment Promotion Credit Plan #30704 means a
promotional offer made to Cardholders for specific NMG Transactions
whereby the Account shall not bear interest for such specific NMG
Transactions, and the Cardholder shall not be required to make a
payment tow
