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assumes responsibility for the acts or omissions of all Users on its account(s)with FORTE and for User
<br /> access to FORTE's systems either directly or through software.
<br /> 2.5 Use of Information and Data. AGENCY acknowledges and agrees that all information
<br /> submitted by AGENCY to FORTE in order for FORTE to provide the Services to AGENCY or
<br /> otherwise contributed by AGENCY pursuant to the Services (including Transaction results),is held in
<br /> FORTE's database and may be used by FORTE for the purpose of providing the Services to
<br /> AGENCY's Constituents in compliance with all applicable Laws and Rules,including in accordance
<br /> with the federal Fair Credit Reporting Act('FCRA"). Further,FORTE may track,review, compile,
<br /> store and use any information or data received from AGENCY as part of a Transaction or information
<br /> or data received from a Payment Association or financial institution regarding a Transaction for
<br /> regulatory compliance or any other legally permissible purpose. Without limiting the foregoing,
<br /> AGENCY agrees and acknowledges that FORTE may use the routing numbers, account numbers and
<br /> other PH submitted by AGENCY as well as Transaction results provided to or received by FORTE for
<br /> the purpose of supporting FORTE's fraud detection, account validation and verification,and/or other
<br /> commercially available services.
<br /> 3. OWNERSHIP
<br /> All computer programs,trademarks, service marks,patents, copyrights,trade secrets,know-how, and
<br /> other proprietary rights in or related to the Services (the"Proprietary Property"), are and will remain the
<br /> sole and exclusive property of FORTE,whether or not specifically recognized or perfected under
<br /> applicable Law. FORTE shall own all rights,title and interest, including all intellectual property rights,
<br /> in and to any improvements to the existing Services and/or any new programs,upgrades,modifications or
<br /> enhancements developed by FORTE in connection with rendering Services to AGENCY, even when
<br /> refinements and improvements result from AGENCY's request. To the extent, if any, that ownership in
<br /> such refinements and improvements does not automatically vest in FORTE by virtue of this Agreement
<br /> or otherwise,AGENCY hereby expressly transfers and assigns to FORTE all rights,title, and interest
<br /> which AGENCY may have in and to such refinements and improvements. All reference to any of
<br /> FORTE's service marks,trademarks,patents or copyrights, or those of FORTE's partners or vendors,
<br /> shall be made in compliance with the requirements, including periodic updates thereto, as provided at
<br /> http://www.fortc.nct/trademark.
<br /> 4. CONFIDENTIALITY
<br /> The Parties acknowledge that,by virtue of this Agreement, each has been and will continue to be
<br /> entrusted with certain Confidential Information(as defined in Appendix A}pertaining to the other's
<br /> business,including,but not limited to,proprietary information developed by, acquired by,or licensed to
<br /> each Party. Each Party agrees that,except to the extent and in the manner necessary to perform its duties
<br /> hereunder, it will not disclose to others or use for its own benefit any Confidential Information of the
<br /> other Party and it will hold all Proprietary Property, as defined herein,confidential in perpetuity.
<br /> Additionally,in the course of providing and receiving the Services,each Party acknowledges that it may
<br /> receive or have access to PH. as more fully defined in Appendix A). As such, each Party shall: (i)keep
<br /> all PH in strict confidence,with the degree of care necessary to avoid unauthorized access,use or
<br /> disclosure; (11)use PH solely and exclusively for the purposes provided in this Agreement; (iii)
<br /> implement administrative,physical and technical safeguards to protect PH that are at least as rigorous as
<br /> accepted industry practices; and(iv)have in place a program that complies with applicable legal
<br /> requirements regarding PH, including, if applicable,PCI standards for data security.
<br /> Except with respect to Personal Information,this Section 4 will not apply to Confidential Information
<br /> that(i)was already available to the public at the time of disclosure, (11)becomes generally known to the
<br /> public after disclosure to the other Party,through no fault of the other Party,(iii)is disclosed under force
<br /> of law, applicable regulation,governmental regulation or court order, or(iv)is required to be disclosed
<br /> by a banking partner, an Acquirer or an applicable Payment Network.
<br /> 25.06.01
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