7A. Social Security Numbers. Social Security Numbers maybe available hereunder as part of Reports and/or related data provided
<br />from certain states. However, Agency shall not provide Social Security Numbers to Provider under any circumstance under
<br />this Agreement. Should Agency require more information on Social Security Numbers or its obligations in relation thereto,
<br />Agency should contact Provider Agency Service at 1-866-215-2771 for assistance.
<br />7.5. Privacy Prineipies. Agency shall comply with the "Provider Data Privacy Principles" available at
<br />Into://wvnv.lcxisnexis.ennvnrivacy/data-pnyacy-principies.aspe; as updated from time to time. Provider shall notify Agency
<br />in writing in the event that material changes are made to the Provider Data Privacy Principles.
<br />7.6. Security. Agency agrees to protect against the misuse and/or unauthorized access of the Services provided to Agency in
<br />accordance with ibis Agreement and as set forth in Exhibit A, attached hereto.
<br />g. CONFIDENTIAL INFORMATION AND INTELLECTUAL PROPERTY OWNERSHIP.
<br />8.1. Definition. "Confidential Information" means all non-public information provided by the disclosing Party to the receiving
<br />Party hereunder, including, without limitation, the terms of this Agreement, all information related to technical, financial,
<br />strategies and related Information business information, computer programs, algorithms, know-how, processes, databases,
<br />systems, ideas, inventions (whether patentable or not), schematics, Trade Secrets (as defined by applicable law) and other
<br />information (whether written or oral). Confidential Information does not include Reports and information related thereto.
<br />Confidential Information does not include information that was, at the time of the disclosure: (a) or becomes (through no
<br />improper action or inaction by the recipient) generally known to the public; (b) lawfully disclosed to recipient by a third -parry
<br />and received in good faith and without aoy duty of confidentiality by the recipient or the third -party; (c) in recipient's possession
<br />or known to it prior to receipt from discloser; or (d) independently developed by recipient; provided in each case that such
<br />forgoing information was not delivered to or obtained by recipient as a result of any breach of this Agreement_
<br />8.2. Treatment of Confidential Information. Each Party agrees to protect the Confidential Information with the same degree of care
<br />it uses to protect its own confidential information of a similar nature, but not less than a reasonable standard of care and not to
<br />use the other Patty's Confidential Information other than as necessary to perform its obligations or as permitted under this
<br />Agreement. A Parry shall not remove or destroy any proprietary or confidential legends or markings placed upon or contained
<br />within any Confidential Information.
<br />8.3. Intellectual Property OwnersW , Each Party retains all right, title, and interest under applicable contractual, copyright and
<br />related laws to their respective Confidential Information, including the right to use such information for all purposes permissible
<br />by applicable laws, rules, and regulations, Provider retains all rights (other than the limited license granted herein), title,
<br />interest, ownership and all intellectual property rights in the Services including any improvements or modifications thereto,
<br />and Agency shall use such information consistent with such right, title and interest and notify Provider of any threatened or
<br />actual infringement thereof. Agency shall not remove or obscure any copyright or other notices from the Services or materials
<br />provided hereunder.
<br />8.4. Exception for Subpoenas and Court Orders. A Party may disclose Confidential Information solely to the extent required by
<br />subpoena, court order or other governmental authority, provided that the receiving Party provides the disclosing Party prompt
<br />written notice of such subpoena, court order or other governmental authority so as to allow the disclosing Party an opportunity
<br />to obtain a protective order to prohibit or limit such disclosure at its sole cost and expense. Confidential Information disclosed
<br />pursuant to subpoena, cowl order or other governmental authority shall otherwise remain subject to the terms applicable to
<br />Confidential Information.
<br />8.5. Duration. Each Party's obligations with respect to Confidential Information shall continue for ilia term of this Agreement and
<br />for a period of five (5) years after termination of this Agreement, provided however, that with respect to Trade Secrets, each
<br />Party's obligations shall continue for so long aq such Confidential Information continues to coustimte a Trade Secret.
<br />8.6. Return of Confidential Information. Upon the written request of a Party (and except as otherwise specifically set forth in an
<br />applicable Order), each Party shall return or destroy (and certify such destruction ina sigmed writing) any of the other Party's
<br />Confidential information unless retention of such information is required by law, regulation, court order, or other similar
<br />mandate.
<br />8.7. Iniunctive Relief. In the event of a breach or a threatened breach of the confidentiality or privacy provisions of this Agreement,
<br />the non -breaching Parry may bave no adequate remedy in monetary damages and, accordingly, may seek an injunction against
<br />the breaching Party.
<br />8.8, Other. During the term of this Agreement and subject to approval by Agency, Agency agrees to serve as a reference for the
<br />Services, which may include (i) reference calls with mutually acceptable prospects; (ii) a published "success story" describing
<br />the partnership with Provider; (iii) the use of Agency's name in Provider marketing activities; or (iv) a favorable reference of
<br />Provider to an industry analyst or at an industry conference-
<br />
|