Reimbursable Changes Clause Samples

Reimbursable Changes. (a) Subject to compliance with the requirements in Section 3.2, to the extent applicable, (i) Bank may, from time to time, make or require that Macy’s (or, as applicable, its Affiliates or the Macy’s Servicer) make a Bank Reimbursable Change, and (ii) Macy’s may, from time to time, make or require that Bank make a Macy’s Reimbursable Change. Without limiting any provisions of this Agreement (including Section 7.4) that specifically allocate particular known or specified costs to a Party: (i) in the event that Bank Reimbursable Changes result in Aggregate Bank Imposed Cumulative Costs/Lost Revenues incurred in any Fiscal Year exceeding the Aggregate Macy’s Imposed Cumulative Costs/Lost Revenues by more than [redacted] (such amount the “Excess Costs/Lost Revenue Deductible” and such condition a “Bank Imposed Excess Costs/Lost Revenue Condition”), Bank shall reimburse the Macy’s Servicer (or in the case of the portion thereof constituting a reduction in Pre-Tax Profit, Macy’s) for such excess over the Excess Costs/Lost Revenue Deductible (the “Bank Imposed Excess Costs/Lost Revenue”); provided, however, that to the extent any portion 70 of the Aggregate Bank Imposed Cumulative Costs/Lost Revenues is attributable to (A) any retroactive effect of a Bank Reimbursable Change, (B) any change to any Program Policy or Feature referred to in Schedule 9.5(a)(i), (C) any change in Cardholder terms adopted as a Bank Matter pursuant to clause (v) of Schedule 3.2(g) or (D) any change to any matter referred to in Exhibit A of Schedule 3.2(g) adopted as a Bank Matter in reliance on the last proviso of clause (viii) of Schedule 3.2(g), such portion of the Bank Imposed Excess Costs/Lost Revenues shall not be subject to (x) the Excess Costs/Lost Revenue Deductible or (y) the [redacted] threshold set forth in the definition of Bank Reimbursable Change, but instead shall be fully reimbursed by Bank to Macy’s; and (ii) in the event that Macy’s Reimbursable Changes result in Aggregate Macy’s Imposed Cumulative Costs/Lost Revenues incurred in any Fiscal Year exceeding Aggregate Bank Imposed Cumulative Costs/Lost Revenues by more than the Excess Costs/Lost Revenue Deductible (a “Macy’s Imposed Excess Costs/Lost Revenue Condition” and collectively with a Bank Imposed Excess Costs/Lost Revenue Condition, an “Excess Costs/Lost Revenue Condition”), Macy’s shall reimburse Bank for the amount of such excess over the Excess Costs/Lost Revenue Deductible (the “Macy’s Imposed Excess Costs/Lo...