Common use of Shopper Data Clause in Contracts

Shopper Data. (a) The Bank acknowledges that the Company and its Affiliates gather information about actual and prospective purchasers of Goods and Services and that the Company and its Affiliates have rights to use and disclose such Shopper Data independent of the Program, and the Company and its Affiliates shall not be subject to any limitations (including any limitations set forth in this Article VI or otherwise set forth in this Agreement) in respect of their right to use and disclose such Shopper Data notwithstanding that such Shopper Data may also include Cardholder Data or information contained in or derived therefrom. As between the Company and the Bank, all the Shopper Data shall be owned exclusively by the Company. The Bank acknowledges and agrees that it has no proprietary interest in the Shopper Data. To the extent the Bank is the direct recipient of such data, it shall provide such data to the Company in such format and at such times as shall be specified by the Company. The Bank shall cooperate in the maintenance of the Shopper Data and other data, including by incorporating in the Application and Credit Card 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 Company Channels to both the Bank and the Company and its Affiliates.For the avoidance of doubt, and without limiting any other Shopper Data that may from time to time exist, the following information shall be deemed Shopper Data: (i) for any customer who has applied for a Company Credit Card, regardless of the channel through which such application was completed or submitted the customer's name, address, email address, telephone number and all other commercially reasonable information supplied on the application or prescreened response submitted by the customer (other than social security number); (ii) for any Cardholder, (1) the Cardholder's name, address, email address, telephone number and Account number; (2) any reported change to any of the foregoing information; and (3) Cardholder transaction and experience data in the Company Channels at a detailed, line-item level that provides all detail provided to the Company and its Affiliates prior to the date of this Agreement; and (iii) for any customer that accesses the Company's website or mobile Company Channels, any personally identifiable information obtained in connection with such access (including information that is obtained by utilizing the foregoing information or any other Shopper Data). (b) The Bank shall not use, or permit to be used, directly or indirectly, the Shopper Data, except (i) to transfer such data to the Company to the extent received by the Bank, (ii) for other Bank related activities solely to support the Program and (iii) as required by Applicable Law. (c) The Bank shall not, directly or indirectly, disclose, sell, transfer, or rent (or permit others to do same) the Shopper Data, except in compliance with Applicable Law solely: (i) to its Service Providers authorized in accordance with this Agreement solely on a “need to know” basis in connection with a permitted use of the Shopper Data pursuant to Section 6.3(b), provided that each such authorized Service Provider agrees in a written agreement to (a) maintain all such Shopper Data as strictly confidential and not to use or disclose such information to any Person other than the Bank or the Company, except as required by Applicable Law or any Governmental Authority (after giving the Bank and the Company prior notice and an opportunity to defend against such disclosure); (b) maintain an information security program that is designed to meet all requirements of Applicable Law, including, at a minimum, all requirements set forth in Section 6.1(b); and (c) notify promptly the Bank and the Company of any unauthorized disclosure, use, or disposal of, or access to, such Shopper Data and to cooperate with the Bank and the Company in any investigation thereof and remedial action with respect thereto; and provided, further, that the Bank shall be responsible for the compliance of each such 001549-0001-13793-Active.14250169.10 Service Provider with the terms of this Section 6.3; (ii) to its Affiliates and its and their Representatives on a “need to know” basis in connection with a permitted use of the Shopper Data pursuant to Sections 6.3(b) and 5.7(b), as applicable; provided that the Bank communicates the confidential nature of the Shopper Data, such Persons are bound (by agreement or their professional responsibilities) to maintain the confidentiality of the Shopper Data in accordance with the provisions of this Agreement, and the Bank shall be responsible for the compliance by each such Person with the terms of this Section 6.3 and Section 5.7(b); or (iii) to any Governmental Authority with authority over the Bank (A) in connection with an examination of the Bank; or (B) pursuant to a specific requirement to provide the Shopper Data by such Governmental Authority or pursuant to compulsory legal process; provided that the Bank seeks the full protection of confidential treatment for any disclosed Shopper Data, as the case may be, to the extent available under Applicable Law governing such disclosure, and with respect to clause (B), to the extent permitted by Applicable Law, the Bank (1) provides at least ten (10) Business Days' prior notice of such proposed disclosure to the Company if reasonably possible under the circumstances, and (2) seeks to redact the Shopper Data or to the fullest extent possible under Applicable Law governing such disclosure. (d) Upon the termination of this Agreement, the Bank's rights to use and disclose the Shopper Data shall terminate. Promptly following such termination, the Bank shall return or destroy all the Shopper Data and shall certify such return or destruction to the Company upon request.

Shopper Data. (a) The Bank acknowledges that the (i) Company gathers Shopper Data and its Affiliates gather information about actual and prospective purchasers of Nordstrom Goods and/or Services, including, for example, through Nordstrom Goods and/or Services purchase transactions (regardless of payment method) and Services and that the social networking channels, (ii) Company and its Affiliates have has rights to use and disclose such Shopper Data and information independent of the Programwhether such information also constitutes Cardholder Data, and (iii) Shopper Data may be used and disclosed by Company in accordance with the Company and its Affiliates shall not be subject provisions hereof applicable to Shopper Data without regard to any limitations (including any limitations additional restrictions that may be applicable to Cardholder Data. Additional terms with respect to the gathering and maintenance of Shopper Data are set forth in this Article VI or otherwise set forth in this Agreementclause (a) in respect of their right to use and disclose such Shopper Data notwithstanding that such Shopper Data may also include Cardholder Data or information contained in or derived therefromSchedule 6.3. As between the Company and the Bank, all the Shopper Data and all information about actual or prospective purchasers of Nordstrom Goods and/or Services gathered by or on behalf of Company shall be owned exclusively by the property of Company. The Without limiting Bank’s ownership or other rights in Cardholder Data, Bank acknowledges and agrees that it has no proprietary interest in the Shopper Data. To the extent the Bank is the direct recipient Data or other information about actual or prospective purchasers of such data, it shall provide such data to the Company in such format and at such times as shall be specified Nordstrom Goods and/or Services gathered by the or on behalf of Company. The Bank shall cooperate in the maintenance of the Shopper Data and other data, including by incorporating in the Application and Credit Card 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 Company Channels to both the Bank and the Company and its Affiliates.For the avoidance of doubt, and without limiting any other Shopper Data that may from time to time exist, the following information shall be deemed Shopper Data: (i) for any customer who has applied for a Company Credit Card, regardless of the channel through which such application was completed or submitted the customer's name, address, email address, telephone number and all other commercially reasonable information supplied on the application or prescreened response submitted by the customer (other than social security number); (ii) for any Cardholder, (1) the Cardholder's name, address, email address, telephone number and Account number; (2) any reported change to any of the foregoing information; and (3) Cardholder transaction and experience data in the Company Channels at a detailed, line-item level that provides all detail provided to the Company and its Affiliates prior to the date of this Agreement; and (iii) for any customer that accesses the Company's website or mobile Company Channels, any personally identifiable information obtained in connection with such access (including information that is obtained by utilizing the foregoing information or any other Shopper Data). (b) The Bank shall not use, or permit to be used, directly or indirectly, the Shopper DataData except for purposes set forth in clause (b) of Schedule 6.3. To the extent Shopper Data is received by Bank other than for use pursuant to this Section 6.3(b), except (i) but pursuant to Bank’s obligations under this Agreement, Bank shall transfer such data to the Company to the extent received by the Bank, (ii) for other Bank related activities solely to support the Program and (iii) as required by Applicable LawCompany. (c) The Bank shall not, directly or indirectly, disclose, sell, transfer, or rent (or permit others to do same) be disclosed, the Shopper Data, except Data only in compliance with Applicable Law solely: (i) to its Service Providers authorized in accordance Affiliates and to employees, agents, attorneys, auditors and accountants and other advisors of Bank or its Affiliates with this Agreement solely on a “need to know” basis know such Shopper Data in connection with a permitted use of the Shopper Data pursuant to Section 6.3(b), provided that each such authorized Service Provider agrees in a written agreement to (a) maintain all such Shopper Data under this Section 6.3 and to its subcontractors in connection with a permitted use of such Shopper Data under this Section 6.3; provided, however, that (A) each such Person is subject to an obligation to maintain the confidential status of 51 Shopper Data at least as strictly confidential and not restrictive as that set forth herein, (B) each such Person is subject to use or disclose such information an obligation to any Person other than the Bank or the Company, except as required by Applicable Law or any Governmental Authority (after giving the Bank and the Company prior notice and an opportunity to defend against such disclosure); (b) maintain an information security program that is designed to meet all requirements of Applicable Law, includingand, at a minimum, all requirements set forth in Section 6.1(b); 6.1(c) and (cC) notify promptly the Bank and the Company of any unauthorized disclosure, use, or disposal of, or access to, such Shopper Data and to cooperate with the Bank and the Company in any investigation thereof and remedial action with respect thereto; and provided, further, that the Bank shall be responsible for the compliance of each such 001549-0001-13793-Active.14250169.10 Service Provider with the terms of this Section 6.3; (ii) to its Affiliates and its and their Representatives on a “need to know” basis in connection with a permitted use of the Shopper Data pursuant to Sections 6.3(b) and 5.7(b), as applicable; provided that the Bank communicates the confidential nature of the Shopper Data, such Persons are bound (by agreement or their professional responsibilities) to maintain the confidentiality of the Shopper Data in accordance with the provisions of this Agreement, and the Bank shall be responsible for the compliance by each such Person with the terms of this Section 6.3 and Section 5.7(b)Section; or (iiiii) to any Governmental Authority with asserting authority over the Bank (A) in connection with an examination of the Bank; Bank or (B) pursuant to a specific requirement to provide the such Shopper Data by such Governmental Authority or pursuant to compulsory legal process; provided provided, however, that the Bank seeks shall seek the full protection of confidential treatment for any disclosed Shopper Data, as the case may be, Data to the extent available under Applicable Law governing such disclosure; and, and with respect to disclosures requested pursuant to clause (B), Bank shall provide reasonable advance notice to Company to the extent permitted by Applicable Law, the Bank (1) provides at least ten (10) Business Days' prior notice of such proposed disclosure to the Company if reasonably possible practicable under the circumstances; and to the extent such Shopper Data is not also Cardholder Data, and (2) seeks Bank shall to the extent reasonably practicable under the circumstances seek to redact the such Shopper Data or to the fullest extent possible under Applicable Law governing such disclosure. (d) Upon the termination of this Agreement, the Bank's ’s rights and obligations with respect to use and disclose the Shopper Data shall terminate. Promptly following such termination, after the Bank shall return or destroy all the Shopper Data and shall certify such return or destruction to the Company upon requestTermination Date are set forth in clause (d) of Schedule 6.3.