OWNERSHIP; ACCESS. Subject to Section 7.01, all the Transferred Records shall be the property of FAFLIC or the party on whose behalf FAFLIC is maintaining such records, as applicable. The Transferred Records shall be available (at their place of keeping) for inspection, examination and audit by FAFLIC (and its representatives) during normal business hours upon reasonable notice to the Service Provider and without undue disruption to the operations of the Service Provider. The Service Provider shall provide to FAFLIC (a) at the Service Provider's expense, copies of the Transferred Records as may be reasonably required in connection with the preparation of FAFLIC's financial statements, state and federal income and other Tax returns and any other filings or reports required to be filed with, or requested by, state or federal regulatory authorities or any rating agencies and (b) at FAFLIC's expense, copies of such Transferred Records for any other reason.
OWNERSHIP; ACCESS. As between Licensee and Licensor, Licensee will at all times be the owner of the Licensee Data. Licensee is responsible for all Licensee Data and for its accuracy. Licensor shall not disclose or use any Licensee Data, except that Licensee agrees, acknowledges and grants to Licensor, its employees, contractors, agents and successors and assigns the right to use, access and disclose the Licensee Data as follows: (i) they may share Licensee Data with their affiliates and other companies and individuals engaged to perform system maintenance and other management or audit functions on their behalf, but such affiliates, companies and individuals may use Licensee Data only to perform such functions; (ii) they may disclose Licensee Data in special cases when there is reason to believe that disclosing Licensee is necessary to identify, contact or bring legal action against any person who may cause injury to, or interfere with, Licensor's rights or property or another person or entity’s rights or property; (iii) they may disclose Licensee Data when required by law; (iv) they may disclose Licensee Data if Licensee Data is being used or may be used for an unlawful purpose; and (v) in the event that Licensor sells its TracDat™ business, Licensor shall have the right to assign this Agreement including the right of Licensor to use, access and disclose the Licensee Data as part of the assets to be sold, and the right to transfer the Licensee Data to the purchaser’s hosting environment; provided, however, that the purchaser of such assets is bound by the same terms and conditions with respect to the use, access and disclosure of Licensee Data as is contained in this License Agreement. Subject to the foregoing, Licensor shall not rent or sell any Licensee Data to third parties without the consent or express designation or authorization of the Licensee permitting such Licensee Data to be provided to third parties.
