Exhibit 10.47
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.
SECOND AMENDMENT TO CREDIT CARD
PROGRAM AGREEMENT
This Second Amendment to Credit Card
Program Agreement (“Second Amendment”) is made as of
the 28 th day of June, 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 and amended by the First Amendment to Credit Card
Program Agreement executed as of April 30, 2006, by and
between the parties thereto.
W I T N E S
S E T H :
WHEREAS, the parties wish to further
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.
Schedule 7.3(a)(A)(1) is deleted in its entirety and replaced
with the following new Schedule 7.3(a)(A)(1):
“Percentage of all billing
statements that will be mailed out within [***] days (excluding
Sundays) of cycle close date provided that this standard shall not
apply if either: (i) a NMG system problem prevents
communications of the credit input data to Bank’s credit
operations (monthly reporting will be completed on an Excel
spreadsheet); or, (ii)&
