Privacy of Customer Information. Seller’s Customer Information in the possession of Administrative Agent, other than information independently obtained by Administrative Agent and not derived in any manner from or using information obtained under or in connection with this Agreement, is and shall remain confidential and proprietary information of Seller. Except in accordance with this Section 30(b), Administrative Agent and Buyers shall not use any Seller’s Customer Information for any purpose, including the marketing of products or services to, or the solicitation of business from, Seller’s Customers, or disclose any Seller’s Customer Information to any Person, including any of Administrative Agent’s or Buyers’ employees, agents or contractors or any third party not affiliated with Administrative Agent or Buyers. Administrative Agent and Buyers may use or disclose Seller’s Customer Information only to the extent necessary (1) for examination and audit of Administrative Agent’s or any Buyer’s activities, books and records by Administrative Agent’s or such Buyer’s regulatory authorities, (2) to protect or exercise Administrative Agent’s rights and privileges under the Transaction Documents or (3) to carry out Administrative Agent’s or any Buyer’s express obligations under this Agreement and the other Transaction Documents (including providing Seller’s Customer Information to Approved Takeout Investors), and for no other purpose; provided that Administrative Agent and any Buyer may also use and disclose Seller’s Customer Information as expressly permitted by Seller in writing, to the extent that such express permission is in accordance with the Privacy Requirements. Each Buyer and Administrative Agent shall take commercially reasonable steps to ensure that each Person to which such Buyer or Administrative Agent intends to disclose Seller’s Customer Information, before any such disclosure of information, agrees to keep confidential any such Seller’s Customer Information and to use or disclose such Seller’s Customer Information only to the extent necessary to protect or exercise Buyers’ and Administrative Agent’s rights and privileges, or to carry out such Buyer’s or Administrative Agent’s express obligations, under this Agreement and the other Transaction Documents (including providing Seller’s Customer Information to Approved Takeout Investors). Administrative Agent agrees to maintain an information security program and to assess, manage and control risks relating to the security and confidentiality of Seller’s Customer Information pursuant to such program in the same manner as Administrative Agent does in respect of its own customers’ information, and shall implement the standards relating to such risks in the manner set forth in the Interagency Guidelines Establishing Standards for Safeguarding Company Customer Information set forth in 12 CFR Parts 30, 208, 211, 225, 263, 308, 364, 568 and 570. Without limiting the scope of the foregoing sentence, Administrative Agent shall use at least the same physical and other security measures to protect all of Seller’s Customer Information in its possession or control as it uses for its own customers’ confidential and proprietary information.
Appears in 1 contract
Samples: Confidential Disclosure Agreement (Rocket Companies, Inc.)
Privacy of Customer Information. (i) Seller’s Customer Information in the possession of Administrative Agent, other than information independently obtained by Administrative Agent and not derived in any manner from or using information obtained under or in connection with this Agreement, is and shall remain confidential and proprietary information of Seller. Except in accordance with this Section 30(b), Administrative Agent and Buyers shall not use any Seller’s Customer Information for any purpose, including the marketing of products or services to, or the solicitation of business from, Seller’s Customers, or disclose any Seller’s Customer Information to any Person, including any of Administrative Agent’s or Buyers’ employees, agents or contractors or any third party not affiliated with Administrative Agent or Buyers. Administrative Agent and Buyers may use or disclose Seller’s Customer Information only to the extent necessary (1) for examination and audit of Administrative Agent’s or any Buyer’s activities, books and records by Administrative Agent’s or such Buyer’s regulatory authorities, (2) to protect or exercise Administrative Agent’s rights and privileges under the Transaction Documents or (3) to carry out Administrative Agent’s or any Buyer’s express obligations under this Agreement and the other Transaction Documents (including providing Seller’s Customer Information to Approved Takeout Investors), and for no other purpose; provided that Administrative Agent and any Buyer may also use and disclose Seller’s Customer Information as expressly permitted by Seller in writing, to the extent that such express permission is in accordance with the Privacy Requirements. Each Buyer and Administrative Agent shall take commercially reasonable steps to ensure that each Person to which such Buyer or Administrative Agent intends to disclose Seller’s Customer Information, before any such disclosure of information, agrees to keep confidential any such Seller’s Customer Information and to use or disclose such Seller’s Customer Information only to the extent necessary to protect or exercise Buyers’ and Administrative Agent’s rights and privileges, or to carry out such Buyer’s or Administrative Agent’s express obligations, under this Agreement and the other Transaction Documents (including providing Seller’s Customer Information to Approved Takeout Investors). Administrative Agent agrees to maintain an information security program and to assess, manage and control risks relating to the security and confidentiality of Seller’s Customer Information pursuant to such program in the same manner as Administrative Agent does in respect of its own customers’ information, and shall implement the standards relating to such risks in the manner set forth in the Interagency Guidelines Establishing Standards for Safeguarding Company Customer Information set forth in 12 CFR Parts 30, 208, 211, 225, 263, 308, 364, 568 and 570. Without limiting the scope of the foregoing sentence, Administrative Agent shall use at least the same physical and other security measures to protect all of Seller’s Customer Information in its possession or control as it uses for its own customers’ confidential and proprietary information.. Exhibit N, Page 12 SCHEDULE I APPROVED TAKEOUT INVESTORS [***] Schedule I, Page 1 [***] SCHEDULE II SELLER’S AUTHORIZED SIGNERS Name Title Xxxxxxx Xxxxxxx CEO Xxx Xxxxxx President Xxxxxx Xxxxxxx Vice Pres. Capital Markets/Risk Management Xxxxx Xxxxx CFO/Treasurer Xxxxxxxx Xxxx Asst. Treasurer/Dir. Acctg. Xxxxxxx Xxxxxxx Secretary/Corporate Counsel Xxxxxxxx (Xxxxx) Xxxxxx Cash Manager Xxxxx Xxxxxxx Director, Capital Markets Xxxxx Xxxxx Cashiering Auditor Xxxxx Xxxxx Warehouser Xxxxxxx Xxxxx Dir. Transaction Mgmt. Xxxx Xxxxxxxxxx VP Servicing Xxxxx Xxxxxxxxx Transaction Manager Xxxxxx Xxxxxx Transaction Manager Xxxxxxx Xxxx Team Leader, Post Closing Audit Xxxxxxx Xxxxxxxxxxx Team Captain, Post Closing Audit Xxxxxxx Xxxxxx Collateral Coordinator SCHEDULE III CLTV/FICO SCORE CRITERIA Jumbo Loans-Amortizing Fixed Rate and ARMS Purchase & No Cash-Out Refinance Jumbo Loans [***] Cash-Out Refinance Jumbo Loans* [***] *For eligible Cash-Out Refinance Jumbo Loans, the maximum cash-out is [***] SCHEDULE IV Seller’s Existing Guaranties [***] SCHEDULE V LITIGATION
Appears in 1 contract
Samples: Confidential Disclosure Agreement (Rocket Companies, Inc.)
Privacy of Customer Information. The Seller’s Customer Information in the possession of the Administrative AgentAgent or the Buyers, other than information independently obtained by the Administrative Agent or the Buyers and not derived in any manner from or using information obtained under or in connection with this Agreement, is and shall remain confidential and proprietary information of the Seller. Except in accordance with this Section 30(b)16.9, the Administrative Agent and the Buyers shall not use any Seller’s Customer Information for any purpose, including the marketing of products or services to, or the solicitation of business from, Seller’s Customers, or disclose any Seller’s Customer Information to any Person, including any of the Administrative Agent’s or the Buyers’ employees, agents or contractors or any third party not affiliated with the Administrative Agent or Buyersa Buyer. The Administrative Agent and the Buyers may use or disclose Seller’s Customer Information only to the extent necessary (1i) for examination and audit of the Administrative Agent’s or any Buyer’s the Buyers’ respective activities, books and records by Administrative Agent’s or such Buyer’s their regulatory authorities, (2ii) to protect market or sell Purchased Mortgage Loans or to enforce or exercise Administrative Agent’s their rights and privileges under the Transaction Documents or any Repurchase Document, (3iii) to carry out the Administrative Agent’s or any Buyer’s, the Syndication Agent’s, the Buyers’ and the Custodian’s express rights and obligations under this Agreement and the other Transaction Repurchase Documents (including providing Seller’s Customer Information to Approved Takeout Investors), or (iv) in connection with an assignment or participation as authorized by Section 22 or in connection with any hedging transaction related to the Purchased Loans and for no other purpose; provided that the Administrative Agent and any Buyer the Buyers may also use and disclose the Seller’s Customer Information as expressly permitted by the Seller in writing, to the extent that such express permission is in accordance with the Privacy Requirements. Each Buyer and The Administrative Agent and the Buyers shall take commercially reasonable steps to ensure that each Person to which such Buyer or the Administrative Agent or a Buyer intends to disclose Seller’s Customer Information, before any such disclosure of information, agrees to keep confidential any such Seller’s Customer Information and to use or disclose such Seller’s Customer Information only to the extent necessary to protect or exercise the Administrative Agents, the Buyers’ and Administrative Agentor the Custodian’s rights and privileges, or to carry out such Buyer’s or the Administrative Agent’s, the Buyers’ and the Custodian’s express obligations, under this Agreement and the other Transaction Repurchase Documents (including providing Seller’s Customer Information to Approved Takeout Investors). The Administrative Agent agrees to maintain an information security program Information Security Program and to assess, manage and control risks relating to the security and confidentiality of Seller’s Customer Information pursuant to such program in the same manner as the Administrative Agent does in respect of its own customers’ information, and shall implement the standards relating to such risks in the manner set forth in the Interagency Guidelines Establishing Standards for Safeguarding Company Customer Information set forth in 12 CFR Parts 30, 208, 211, 225, 263, 308, 364, 568 and 570. Without limiting the scope of the foregoing sentence, the Administrative Agent and the Buyers shall use at least the same physical and other security measures to protect all of the Seller’s Customer Information in its their possession or control as it each of them uses for its own customers’ confidential and proprietary information.
Appears in 1 contract
Privacy of Customer Information. Seller’s Borrower's Customer Information in the possession of Administrative Agentthe Lender, other than information independently obtained by Administrative Agent the Lender and not derived in any manner from or using information obtained under or in connection with this Agreement, is and shall remain confidential and proprietary information of Sellerthe Borrowers. Except in accordance with this Section 30(b)10.9, Administrative Agent and Buyers the Lender shall not use any Seller’s either Borrower's Customer Information for any purpose, including the marketing of products or services to, or the solicitation of business from, Seller’s Customers, or disclose any Seller’s either Borrower's Customer Information to any Person, including any of Administrative Agent’s or Buyers’ the Lender's employees, agents or contractors or any third party not affiliated with Administrative Agent or Buyersthe Lender. Administrative Agent and Buyers The Lender may use or disclose Seller’s Borrower's Customer Information only to the extent necessary (1i) for examination and audit of Administrative Agent’s or any Buyer’s the Lender's activities, books and records by Administrative Agent’s or such Buyer’s the Lender's regulatory authorities, (2ii) to protect or exercise Administrative Agent’s rights the Lender's and the Custodian's and privileges under the Transaction Documents or (3iii) to carry out Administrative Agent’s or any Buyer’s the Lender's and the Custodian's express obligations under this Agreement and the other Transaction Documents Credit Papers (including providing Seller’s Borrower's Customer Information to Approved Takeout Investors), and for no other purpose; provided that Administrative Agent and any Buyer the Lender may also use and disclose Seller’s the Borrower's Customer Information as expressly permitted by Seller the Borrowers in writing, to the extent that such express permission is in accordance with the Privacy Requirements. Each Buyer and Administrative Agent The Lender shall take commercially reasonable steps to ensure that each Person to which such Buyer or Administrative Agent the Lender intends to disclose Seller’s Borrower's Customer Information, before any such disclosure of information, agrees to keep confidential any such Seller’s Borrower's Customer Information and to use or disclose such Seller’s Borrower's Customer Information only to the extent necessary to protect or exercise Buyers’ the Lender's and Administrative Agent’s the Custodian's rights and privileges, or to carry out such Buyer’s or Administrative Agent’s the Lender's and the Custodian's express obligations, under this Agreement and the other Transaction Documents Credit Papers (including providing Seller’s Borrower's Customer Information to Approved Takeout Investors). Administrative Agent agrees to maintain an information security program and to assess, manage and control risks relating to the security and confidentiality of Seller’s Customer Information pursuant to such program in the same manner as Administrative Agent does in respect of its own customers’ information, and shall implement the standards relating to such risks in the manner set forth in the Interagency Guidelines Establishing Standards for Safeguarding Company Customer Information set forth in 12 CFR Parts 30, 208, 211, 225, 263, 308, 364, 568 and 570. Without limiting the scope of the foregoing sentence, Administrative Agent The Lender shall use at least the same physical and other security measures to protect all of Seller’s Borrower's Customer Information in its the Lender's possession or control as it the Lender uses for its own customers’ ' confidential and proprietary information.
Appears in 1 contract
Samples: Senior Secured Credit Agreement (Fieldstone Investment Corp)
Privacy of Customer Information. The Seller’s Customer Information in the possession of the Administrative AgentAgent or the Buyers, other than information independently obtained by the Administrative Agent or the Buyers and not derived in any manner from or using information obtained under or in connection with this Agreement, is and shall remain confidential and proprietary information of the Seller. Except in accordance with this Section 30(b)16.9, the Administrative Agent and the Buyers shall not use any Seller’s Customer Information for any purpose, including the marketing of products or services to, or the solicitation of business from, Seller’s Customers, or disclose any Seller’s Customer Information to any Person, including any of the Administrative Agent’s or the Buyers’ employees, agents or contractors or any third party not affiliated with the Administrative Agent or Buyersa Buyer. The Administrative Agent and the Buyers may use or disclose Seller’s Customer Information only to the extent necessary (1i) for examination and audit of the Administrative Agent’s or any Buyer’s the Buyers’ respective activities, books and records by Administrative Agent’s or such Buyer’s their regulatory authorities, (2ii) to protect market or sell Purchased Loans or to enforce or exercise Administrative Agent’s their rights and privileges under the Transaction Documents or any Repurchase Document, (3iii) to carry out the Administrative Agent’s or any Buyer’s, the Buyers’ and the Custodian’s express rights and obligations under this Agreement and the other Transaction Repurchase Documents (including providing Seller’s Customer Information to Approved Takeout Investors), or (iv) in connection with an assignment or participation as authorized by Section 22 or in connection with any hedging transaction related to the Purchased Loans and for no other purpose; provided that the Administrative Agent and any Buyer the Buyers may also use and disclose the Seller’s Customer Information as expressly permitted by the Seller in writing, to the extent that such express permission is in accordance with the Privacy Requirements. Each Buyer and The Administrative Agent and the Buyers shall take commercially reasonable steps to ensure that each Person to which such Buyer or the Administrative Agent or a Buyer intends to disclose Seller’s Customer Information, before any such disclosure of information, agrees to keep confidential any such Seller’s Customer Information and to use or disclose such Seller’s Customer Information only to the extent necessary to protect or exercise the Administrative Agents, the Buyers’ and Administrative Agentor the Custodian’s rights and privileges, or to carry out such Buyer’s or the Administrative Agent’s, the Buyers’ and the Custodian’s express obligations, under this Agreement and the other Transaction Repurchase Documents (including providing Seller’s Customer Information to Approved Takeout Investors). The Administrative Agent agrees to maintain an information security program and to assess, manage and control risks relating to the security and confidentiality of Seller’s Customer Information pursuant to such program in the same manner as the Administrative Agent does in respect of its own customers’ information, and shall implement the standards relating to such risks in the manner set forth in the Interagency Guidelines Establishing Standards for Safeguarding Company Customer Information set forth Security at 00 XXX Xxxxxxxx X to Part 30 (the “Information Security Regulation”). In the event of actual or suspected unauthorized disclosure, loss, or unauthorized access to sensitive customer information (as defined in 12 CFR Parts 30the Information Security Regulation), 208Administrative Agent shall immediately, 211and in no event later than five (5) Business Days after discovery, 225notify Seller in writing and take appropriate, 263commercially reasonable, 308action to prevent further unauthorized disclosure, 364, 568 and 570loss or unauthorized access. Without limiting the scope of the foregoing sentence, the Administrative Agent and the Buyers shall use at least the same physical and other security measures to protect all of the Seller’s Customer Information in its their possession or control as it each of them uses for its own customers’ confidential and proprietary information.
Appears in 1 contract
Privacy of Customer Information. (i) Seller’s Customer Information in the possession of Administrative Agent, other than information independently obtained by Administrative Agent and not derived in any manner from or using information obtained under or in connection with this Agreement, is and shall remain confidential and proprietary information of Seller. Except in accordance with this Section 30(b), Administrative Agent and Buyers shall not use any Seller’s Customer Information for any purpose, including the marketing of products or services to, or the solicitation of business from, Seller’s Customers, or disclose any Seller’s Customer Information to any Person, including any of Administrative Agent’s or Buyers’ employees, agents or contractors or any third party not affiliated with Administrative Agent or Buyers. Administrative Agent and Buyers may use or disclose Seller’s Customer Information only to the extent necessary (1) for examination and audit of Administrative Agent’s or any Buyer’s activities, books and records by Administrative Agent’s or such Buyer’s regulatory authorities, (2) to protect or exercise Administrative Agent’s rights and privileges under the Transaction Documents or (3) to carry out Administrative Agent’s or any Buyer’s express obligations under this Agreement and the other Transaction Documents (including providing Seller’s Customer Information to Approved Takeout Investors), and for no other purpose; provided that Administrative Agent and any Buyer may also use and disclose Seller’s Customer Information as expressly permitted by Seller in writing, to the extent that such express permission is in accordance with the Privacy Requirements. Each Buyer and Administrative Agent shall take commercially reasonable steps to ensure that each Person to which such Buyer or Administrative Agent intends to disclose Seller’s Customer Information, before any such disclosure of information, agrees to keep confidential any such Seller’s Customer Information and to use or disclose such Seller’s Customer Information only to the extent necessary to protect or exercise Buyers’ and Administrative Agent’s rights and privileges, or to carry out such Buyer’s or Administrative Agent’s express obligations, under this Agreement and the other Transaction Documents (including providing Seller’s Customer Information to Approved Takeout Investors). Administrative Agent agrees to maintain an information security program and to assess, manage and control risks relating to the security and confidentiality of Seller’s Customer Information pursuant to such program in the same manner as Administrative Agent does in respect of its own customers’ information, and shall implement the standards relating to such risks in the manner set forth in the Interagency Guidelines Establishing Standards for Safeguarding Company Customer Information set forth in 12 CFR Parts 30, 208, 211, 225, 263, 308, 364, 568 and 570. Without limiting the scope of the foregoing sentence, Administrative Agent shall use at least the same physical and other security measures to protect all of Seller’s Customer Information in its possession or control as it uses for its own customers’ confidential and proprietary information.
Appears in 1 contract
Samples: Confidential Disclosure Agreement (Rocket Companies, Inc.)