Correspondent Seller Eligibility & Documentation Requirements

(b) Recipient agrees now and at all times in the future that all such Confidential
Information shall be held in strict confidence and disclosed only to those
employees or agents whose duties reasonably require access to such information.
Recipient shall protect such Confidential Information using the same degree of
care, but no less than a reasonable degree of care, to prevent the unauthorized use,
disclosure or duplication (except as required for backup systems) of such
Confidential Information as Recipient uses to protect its own confidential
information.
(c) If Recipient is required by a court or governmental agency having proper
jurisdiction to disclose any Confidential Information, Recipient shall promptly
provide to the Owner notice of such request so that the Owner may seek an
appropriate protection order.
(d) Seller shall establish data security policies and procedures to ensure compliance
with this section and that are designed to:
1. Ensure the security and confidentiality of Customer(s)’ information;
2. Protect against any anticipated threats or hazards to the security or
integrity of such information;
3. Protect against the unauthorized access to, disclosure of, or uses of such
information that could result in substantial harm or inconvenience to
Customer(s); and
4. Otherwise comply with the requirements of the Gramm-Leach-Bliley Act
and the regulations promulgated there under, and any and all local or state
privacy laws that are applicable to this Agreement and Seller’s business.
(e) In the event of any disclosure or loss of, or inability to account for, any of
Owner's Confidential Information, Recipient will promptly notify the Owner.
(f) Limited Use of Confidential Information and Survival of Obligations.
1. Recipient may use the Confidential Information only as necessary for
Recipient’s performance hereunder and for no other use. Recipient’s
limited right to use the Confidential Information shall expire when upon
expiration or termination of the Agreement for any reason but its
confidentiality obligations shall survive beyond such termination or
expiration.
2. Upon expiration of Recipient’s limited right to use the Confidential
Information, Recipient shall return all physical embodiments thereof to
Owner or, with Owner’s permission, destroy the Confidential Information
and provide Owner written certification of its compliance with this
Section.
USBCF Correspondent Flow Agreement (Rev. 031408-01) 16 of 16