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1 )
<br /> access (both physical and network) to systems storing persons acting in concert, shall constitute an assignment for
<br /> Equifax Information, must include authentication and the purposes of this section. Any attempt that is contrary to
<br /> passwords that are changed at least every ninety (90) days; the terms of this section to assign this Agreement or to
<br /> and (iii) all servers must be kept current and patched on a . delegate or otherwise transfer in any manner any rights or
<br /> timely basis with appropriate security-specific system obligations arising under it will be void.
<br /> patches, as they are available,
<br /> (b) use commercially reasonable efforts to protect Client's 2. Consent to Breach Not Waived. Neither party will,
<br /> connection with dedicated, industry-recognized firewalls that by the lapse of time, and without giving written notice, be
<br /> are configured and managed to adhere to industry accepted deemed to have waived any of its rights under this
<br /> best practices, Agreement. No waiver of a breach of this Agreement will
<br /> (c) only hold Equifax Information on an application server
<br /> which can only be accessed by a presentation server, constitute a waiver of any prior or subsequent breach of this
<br /> through one of the following: (i) Dual or multiple firewall Agreement.
<br /> method (preferred) — this method consists of a firewall
<br /> between the Internet and the presentation server(s) and 3. Notices. Notices must be in writing, must be
<br /> another firewall between the presentation server(s) and the delivered according to clause (a) or (b) below, and must be
<br /> application server holding Equifax Information. The network delivered to Equifax, Attn: Contract Administration, 1550
<br /> firewall should ensure that only the presentation server(s) Peachtree Street, NW,Atlanta, GA 30309 and to Client at the
<br /> is/are allowed to access the application server holding address set forth on the signature page of this Agreement,or
<br /> Equifax Information, (ii) Single firewall method (acceptable)— to such other address as a party may designate by notice in
<br /> when a dual firewall method is not feasible, a single firewall accordance with this provision. All notices under this
<br /> will provide acceptable levels of protection. The firewall Agreement will be deemed given on the date of delivery (a)
<br /> should be installed between the Internet and the presentation by a nationally recognized overnight courier, or (b) by
<br /> server(s). Multiple interfaces to separate the presentation certified mail, return receipt requested. Notice to Client will
<br /> server(s) and the application server holding Equifax serve as sufficient notice to all Client Affiliates.
<br /> Information are required. The firewall should be configured to
<br /> allow only the presentation server(s)access to the application 4. Force Majeure. Neither party will be liable to the
<br /> server holding Equifax Information, or (iii) ensurethat all other, except for payment obligations, for any delay or
<br /> administrative and network access to the firewalls and interruption in performance as to any obligation hereunder
<br /> servers must be through an internal network or protected resulting from delays or interruptions beyond such party's
<br /> extranet using strong authentication encryption such as VPN reasonable control, including, but not limited to,
<br /> and SSH, governmental emergency orders, judicial or governmental
<br /> (d) use commercially reasonable efforts to route action, emergency regulations, sabotage, riots, vandalism,
<br /> communications from Client's internal services to external labor strikes or disputes, acts of God (e.g., fire, flood,
<br /> systems through firewalls configured for network address inclement weather, epidemic, or earthquake), war or act of
<br /> translation, and (e) use commercially reasonable efforts to terrorism, electrical failure, major computer hardware or
<br /> establish procedures and logging mechanisms for systems software failures, equipment delivery delays, or acts of third
<br /> and networks that will allow tracking and analysis in the event parties.
<br /> there is a compromise, and maintain an audit trail history for
<br /> at least three(3)months for review by Equifax. •
<br /> 5. Entire Agreement. This Agreement constitutes the
<br /> 4. If Equifax reasonably believes that Client has entire agreement of the parties with respect to the subject
<br /> violated this Section VII, Equifax may, in addition to any other matter contained herein and may not be amended except by
<br /> remedy authorized by this Agreement, with reasonable a written agreement that acknowledgesmodification of this
<br /> advance written notice to Client and at Equifax's sole Agreement, and that is signed by an authorized
<br /> expense, conduct,or have a third party conduct on its behalf, representative of Client and of Equifax. This Agreement will
<br /> an audit of Client's network security systems, facilities, not be more strongly construed against either party,
<br /> practices and procedures to the extent Equifax reasonably regardless of who is more responsible for its preparation.
<br /> deems necessary, including an on-site inspection,to evaluate
<br /> Client's compliance with the data security requirements of 6. Severability. If any part of this Agreement is found
<br /> this Section VII. to be illegal or unenforceable, then that part will be curtailed
<br /> only to the extent necessary to make it, and the remainder of
<br /> VIII. MISCELLANEOUS • the Agreement, legal and enforceable.
<br /> 1. Assignment. Equifax may assign this Agreement or 7. Applicable Law. This Agreement will be governed
<br /> any rights or obligations under this Agreement to an entity solely by the internal laws of the State of Georgia, without
<br /> that is controlled by, controls or is under common control with regard to principles of conflicts of law.
<br /> Equifax. Otherwise, neither this Agreement, nor any rights or
<br /> obligations under it may be assigned by either party without 8. Independent Contractor. Nothing in this Agreement
<br /> the written consent of the other party,which consent shall not creates a joint venture, partnership, principal-agent or mutual
<br /> be unreasonably withheld. Any merger, consolidation, or agency relationship between the parties. No party has any
<br /> other reorganization of Client, the sale of all or substantially right or power under this Agreement to create any obligation,
<br /> all of the assets of Client, or the sale or other transfer of a expressed or implied,on behalf of the other party.
<br /> fifty percent (50%) or more interest in the outstanding voting
<br /> or other equity interest of Client by any person, or group of
<br /> Standard Agreement for Service—On Line Services Only LRD 4/29/09 9 6 5
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