Exhibit 10.46
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.
FIRST AMENDMENT TO CREDIT CARD
PROGRAM AGREEMENT
This First Amendment to Credit Card
Program Agreement (“First Amendment”) is made as of the
30 th day of April, 2006, 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 Household Corporation, a Delaware corporation (“
Primary Servicer ”) to that certain Credit Card
Program Agreement (“Agreement”) executed as of
June 8, 2005 by and between the parties hereto.
W I T N E S S E T H:
WHEREAS, the parties wish to amend
the Agreement as set forth herein;
NOW, THEREFORE, 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 hereto agree as
follows:
1. Add a new Section 9.3 to the
Agreement as follows:
“9.3
Signature Recourse
Accounts. The Parties
agree that any written-off amounts of certain Signature Accounts
created pursuant to this Agreement shall be subject to
reimbursement from the NMG Companies to Bank as set forth on
Schedule 9.3.”
2. To the extent the provisions of
this First Amendment are inconsistent with the Agreement, this
First Amendment shall govern.
3. This First Amendment supersedes
all prior communications and shall be binding upon and inure to the
benefit of the parties, their respective successors and
assigns.
4. All capitalized terms not
otherwise defined herein shall have the same meaning afforded them
in the Agreement.
5. Except as otherwise modified
herein, the terms and conditions of the Agreement remain in full
force and effect.
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