Common use of Mutual Participation Clause in Contracts

Mutual Participation. (a) Co-Brand Partner and FNBO agree to jointly implement and participate in the agreed-upon Marketing Plans. (b) Co-Brand Partner agrees not to use any Promotional Materials or other references pertaining to FNBO without FNBO’s prior written authorization and approval of the form, content, specifications and quality thereof. Co Brand Partner shall not, without the FNBO’s prior written consent: (1) conduct, other than as mutually agreed or contemplated by this Agreement, e-mail campaigns pertaining to FNBO’s credit cards; or (2) solicit or accept applications over the telephone. (c) Notwithstanding the provisions of this Agreement providing, or allowing, for the mutual consent of the parties, FNBO shall have sole discretion and final decision-making authority with respect to the form and content of all solicitations for, and promotions of, the Cards and Accounts as well as communications with Cardholders and prospective Cardholder (including, without limitation, all marketing materials, statements, cardmember agreements, adverse action letters, collections, and other communications required to maintain, service, or terminate the Accounts), and notwithstanding that such materials contain Co-Brand Partner Marks, if such decisions are based on the application of Applicable Laws, regulations, regulatory guidance, judicial decree, or Network requirements as determined by FNBO in its sole and absolute discretion; provided, that in no event shall FNBO use Co-Brand Partner Marks on adverse action letters, default notices/letters, or other collections communications without the consent of Co-brand Partner.