Neiman Marcus 2009 Annual Report Download - page 318

Companies. Bank acknowledges and agrees that it has no proprietary interest in the NMG Prospect List.
(c) Bank shall not use, or permit to be used, directly or indirectly, the NMG Shopper Data, except to transfer
such data to the NMG Companies to the extent received by Bank. Bank shall not use, or permit to be used, the NMG Prospect List
except as provided in this Section 6.3(c). Bank may use the NMG Prospect List in compliance with Applicable Law solely for
purposes of soliciting customers listed in the NMG Prospect List for Accounts or as required by Applicable Law.
(d) Bank shall not disclose, or permit to be disclosed, the NMG Shopper Data or the NMG Prospect List,
except as provided in this Section 6.3. Bank shall not, directly or indirectly, sell or otherwise transfer any right in or to the NMG
Shopper Data or the NMG Prospect List (all such rights belonging exclusively to the NMG Companies). Bank may disclose the NMG
Shopper Data and the NMG Prospect List in compliance with Applicable Law solely:
(i) to its authorized subcontractors in connection with a permitted use of such NMG Shopper Data or
NMG Prospect List under this Section 6.3, provided that each such authorized subcontractor agrees in
writing to maintain all such NMG Shopper Data or NMG Prospect List as strictly confidential in a manner
satisfactory to NMG and not to use or disclose such information to any Person other than Bank or an NMG
Company, except as required by Applicable Law or any Governmental Authority (after giving Bank and
the NMG Companies prior notice and an opportunity to defend against such disclosure); provided, further,
that each such authorized subcontractor maintains, and agrees in writing to maintain, an information
security program that is designed to meet all requirements of Applicable Law, including, at a minimum,
maintenance of an information security program that is designed to: (w) ensure the security and
confidentiality of the NMG Shopper Data and NMG Prospect List; (x) protect against any anticipated
threats or hazards to the security or integrity of the NMG Shopper Data and NMG Prospect List; (y) protect
against unauthorized access to or use of the NMG Shopper Data and the NMG Prospect List; and (z) ensure
the proper disposal of NMG Shopper Data and the NMG Prospect List; and provided, further, that each
such authorized subcontractor agrees to notify promptly Bank and the NMG Companies of any
unauthorized disclosure, use, or disposal of, or access to, NMG Shopper Data or the NMG Prospect List
and to cooperate with the Bank and the NMG Companies in any investigation thereof and remedial action
with respect thereto;
67