Sponsored Party (continued. We agree to the terms of the Federal Reserve Banks’ Operating Circular 5, as it may be amended from time to time. In addition to Operating Circular 5, Confidential Information and our use of Confidential Information is further defined in the attached Annex A, entitled, “Supplemental Terms Related to Sponsored Party’s Confidentiality Obligations” (“Supplemental Terms”), which is incorporated in this Section 4.2 and which supersedes the confidentiality provisions of Operating Circular 5 to the extent of any inconsistencies. We understand that Confidential Information is not limited to information relating to an Electronic Connection but rather includes all information, whether provided in writing, electronically, or orally, that we receive from the Federal Reserve Banks in connection with our development or enhancement of services or products. We shall use Confidential Information only to develop, implement, or test products or services designed to facilitate the use of Federal Reserve Financial Services by the Sponsored Party and other financial institutions that use or intend to use Federal Reserve Financial Services. We understand that, to the extent we participate in FRFS Testing, the Federal Reserve Banks may terminate our participation FRFS Testing with immediate effect, for any reason or no reason. The terms of this Sponsorship Agreement survive the termination of our participation in FRFS Testing as to any Confidential Information in our possession or control. We understand that our participation in FRFS Testing is limited to the software product or service described in Section 4.2. We shall not use our Electronic Connection with the Federal Reserve Banks to access any services or applications unrelated to testing this product or service unless we receive the prior consent of the Federal Reserve Banks. We further understand that we may not participate in any FRFS Testing without the prior consent of appropriate Federal Reserve Bank staff. We understand that the obligations set forth in this Section 4.2 constitute the entire understanding of the Sponsored Party and the Federal Reserve Banks, including with respect to the use and disclosure of Confidential Information provided to or received or observed by the Sponsored Party in connection with FRFS or FRFS Changes (as defined in the Supplemental Terms). This does not supersede any other agreement that may be in effect between the Sponsored Party and the Federal Reserve Banks, including any confidentia...
Sponsored Party (continued. This Sponsorship Agreement must be signed by an authorized individual on the Sponsored Party’s Official Authorization List filed with the Federal Reserve Banks or by someone otherwise authorized to do so to the satisfaction of the Federal Reserve Banks. Sponsored Party Authorized Signer Name* First MI Last Sponsored Party Authorized Signer Title* Sponsored Party Authorized Signature* Date* “Fedwire” and “FedLine Direct” are registered service marks of the Federal Reserve Banks. A complete list of marks used by the Federal Reserve Banks in offering financial services to financial institutions is available at xxx.XXXxxxxxxxx.xxx. Last updated: 04/19/2024 Version: 1 ANNEX A Supplemental Terms Related to Sponsored Party’s Confidentiality Obligations We, the Sponsored Party named in Section 3 of the Sponsorship Agreement, design, sell, and/or license products or services to enable use of Federal Reserve Financial Services by an FRFS Participant or a Prospect (the “Sponsored Party Products”). In support of their management, development, and operation of any Federal Reserve Financial Service, the Federal Reserve Banks may have shared and may continue to share Confidential Information with the Sponsored Party from time to time in connection with Sponsored Party Development and any testing the Sponsored Party may conduct with the Federal Reserve Banks, including testing of Sponsored Party Products. The Federal Reserve Banks restrict use and disclosure of Confidential Information. However, notwithstanding these restrictions on the use and disclosure of Confidential Information, both the Federal Reserve Banks and the Sponsored Party may benefit from the Sponsored Party’s having access to, and a license to use and embed, certain information insofar as the Sponsored Party might be able to use the information to benefit FRFS Participants that use Sponsored Party Products. Accordingly, we agree to these Supplemental Terms Related to Sponsored Party’s Confidentiality Obligations (“Supplemental Terms”) as follows:
