Neiman Marcus 2009 Annual Report Download - page 317

Agreement ceases to be in effect (i.e., the date on which any expiration or termination of this Agreement
becomes effective); and
(iii) if NMG provides notice that it shall not exercise its rights under Section 17.2, NMG and its
Affiliates' right to use and disclose the Cardholder Data hereunder shall terminate upon the date on which
this Agreement ceases to be in effect (i.e., the date on which any expiration or termination of this
Agreement becomes effective).
6.3 NMG Shopper Data; NMG Prospect Data.
(a) Bank acknowledges that the NMG Companies gather information about purchasers of NMG Goods and
Services and that NMG and its Affiliates have rights to use and disclose such information independent of whether such information
also constitutes Cardholder Data. As between the NMG Companies and Bank, all the NMG Shopper Data shall be owned exclusively
by the NMG Companies. Bank acknowledges and agrees that it has no proprietary interest in the NMG Shopper Data. To the extent
Bank is the direct recipient of such data, it shall provide such data to the NMG Companies in such format and at such times as shall be
specified by NMG. Bank shall cooperate in the maintenance of the NMG Shopper Data and other data, including by incorporating in
the Application and Cardholder Agreement provisions mutually agreed to by the Parties pursuant to which applicants and Cardholders
shall agree that they are providing their identifying information and all updates thereto and all transaction data from NMG Channels to
both Bank and NMG and its Affiliates. For the avoidance of doubt, the following information shall be deemed NMG Shopper Data:
(i) for any customer who has applied for an NMG Credit Card, regardless of the channel through
which such application was completed or submitted (1) the customer's name, address, email address,
telephone number, social security number and all other commercially reasonable information supplied on
the application or prescreened response submitted by the customer; and (2) an indication of whether or not
the customer has been approved for an NMG Credit Card; and
(ii) for any Cardholder, (1) the Cardholder's name, address, email address, telephone number, social
security number and Account number; (2) any reported change to any of the foregoing information; and (3)
Cardholder transaction and experience data in the NMG Channels at a detailed, line-item and SKU level
that provides all detail provided to NMG and its Affiliates prior to the Effective Time.
(b) Subject to compliance with Applicable Law, NMG's privacy policies, the Marketing Plan and such criteria
(including format) as may be mutually agreed to from time to time, the NMG Companies shall make available to Bank, free of charge,
a list of customers of NMG and its Subsidiaries who the NMG Companies have determined are available to be solicited for Accounts
under the Program (the "NMG Prospect List"). As between the NMG Companies and Bank, the NMG Prospect List shall be owned
exclusively by the NMG
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