Neiman Marcus 2008 Annual Report Download - page 589

Committee. In the event Bank becomes aware of any unauthorized use of or access to NMG Shopper Data, Bank shall immediately
notify the NMG Companies and shall cooperate with them, as they deem necessary or as required by Applicable Law, (x) to assess the
nature and scope of such incident, (y) to contain and control such incident to prevent further unauthorized access to or use of NMG
Shopper Data, and (z) to provide prompt notice to affected NMG Shoppers to the extent required by Applicable Law or otherwise with
the approval of the Management Committee. The cost and expenses of any such notice shall be borne solely by the Party that
experienced the unauthorized use of or access to Cardholder Data or NMG Shopper Data.
(c) The NMG Companies shall, subject to Applicable Law, promptly provide to Bank a complete list of any Persons who
(i) after the Effective Date, have requested to be on the NMG Companies' "do not call" list and/or (ii) have requested to be on "do not
mail" lists (or other similar lists), and Bank shall promptly comply with such requests with respect to its solicitation of NMG Credit
Cards and Approved Ancillary Products. Bank shall, subject to Applicable Law, promptly provide to the NMG Companies a complete
list of any Cardholders who (i) after the Effective Date, have requested to be on Bank's "do not call" list and/or (ii) have requested to
be on "do not mail" lists (or other similar lists) in connection with their Cardholder relationship with Bank and the NMG Companies
shall promptly comply with such requests with respect to its solicitations.
6.2 Cardholder Data.
(a) As among the Parties hereto, the Cardholder Data shall be the property of and exclusively owned by Bank.
(b) The Program Privacy Policy applicable to the Cardholder Data is attached as Schedule 6.2 hereto. Any modifications to the
Program Privacy Policy shall be approved by the Management Committee, provided that the Program Privacy Policy shall comply
with Applicable Law at all times.
(c) Bank shall not use, or permit to be used, the Cardholder Data, except as provided in this Section 6.2. Bank may use the
Cardholder Data in compliance with Applicable Law and the Program Privacy Policy solely (i) for purposes of soliciting or marketing
(in each case, solely as directed by the NMG Companies or the Management Committee) or servicing customers listed in the
Cardholder Data for NMG Credit Cards, Approved Ancillary Products, and any other products and services approved by the
Management Committee, (ii) as otherwise necessary to carry out its obligations or exercise its rights hereunder, or (iii) as required by
Applicable Law. Bank has no rights to use the Cardholder Data for marketing purposes except as expressly provided herein.
(d) Bank shall not disclose, or permit to be disclosed, the Cardholder Data, except as provided in this Section 6.2. Bank shall
not, directly or indirectly, sell or otherwise transfer any right in or to the Cardholder Data other than to NMG or any of its Affiliates.
Bank may disclose the Cardholder Data in compliance with Applicable Law and the Program Privacy Policy solely:
(i) to its authorized subcontractors in connection with a permitted use of such
35