LEGALLY REQUIRED TO DISCLOSE ANY CUSTOMER
DATA PURSUANT A VALID GOVERNMENTAL OR LAW ENFORCEMENT REQUEST, IT WILL PROMPTLY
NOTIFY NEXTEL TO PERMIT NEXTEL TO SEEK A PROTECTIVE ORDER OR TO TAKE OTHER
APPROPRIATE ACTION TO PREVENT OR LIMIT SUCH DISCLOSURE.
VENDOR AGREES TO
COOPERATE WITH NEXTEL'S EFFORTS TO OBTAIN A PROTECTIVE ORDER OR OTHER REASONABLE
ASSURANCE THAT CONFIDENTIAL TREATMENT WILL BE AFFORDED THE CUSTOMER DATA IN
QUESTION.
IF, IN THE WRITTEN OPINION OF ITS COUNSEL ADDRESSED TO NEXTEL, VENDOR
IS COMPELLED AS A MATTER OF LAW TO DISCLOSE THE CUSTOMER DATA IN THE ABSENCE OF
A PROTECTIVE ORDER, IT SHALL DISCLOSE TO THE PARTY COMPELLING THE DISCLOSURE
ONLY THE PART OF THE CUSTOMER DATA THAT IS REQUIRED BY LAW TO BE DISCLOSED, AND
VENDOR SHALL USE ITS BEST EFFORTS TO OBTAIN CONFIDENTIAL TREATMENT THEREFOR.
VENDOR FURTHER AGREES THAT, PRIOR TO ANY SUCH DISCLOSURE, IT SHALL ADVISE AND
CONSULT WITH NEXTEL AND ITS COUNSEL AS TO SUCH DISCLOSURE AND THE NATURE AND
WORDING OF ITS DISCLOSURE.
13.4.6.
CUSTOMER TOUCH.
NOTWITHSTANDING ANY OTHER PROVISION IN THIS
AGREEMENT AND EXCEPT AS SPECIFICALLY AUTHORIZED BY SECTION 3.10 AND/OR
33
THE DAS STATEMENT OF WORK, VENDOR SHALL NOT KNOWINGLY CONTACT ANY NEXTEL
CUSTOMER IN ANY MANNER, WITHOUT NEXTEL'S PRIOR WRITTEN CONSENT.
VENDOR SHALL
NOT DIRECTLY TARGET OR DIRECTLY MARKET TO NEXTEL CUSTOMERS, INDIVIDUALLY OR AS A
CLASS, IN CONNECTION WITH ANY DIRECTORY ASSISTANCE PRODUCTS OR SERVICES THAT ARE
COMPETITIVE TO THE SERVICES PROVIDED HEREUNDER.
13.4.7.
RETURN OF CUSTOMER DATA.
VENDOR SHALL RETURN, OR AT NEXTEL'S
ELECTION, DESTROY (AND CERTIFY IN WRITING SUCH DESTRUCTION) ALL CUSTOMER DATA
UPON THE TERMINATION OR EXPIRATION OF THIS AGREEMENT FOR ANY REASON, OR EARLIER
IF REQUESTED TO DO SO IN WRITING BY NEXTEL.
13.4.8.
COOPERATION AND INSPECTION.
VENDOR SHALL ESTABLISH A
DISCIPLINARY PROCESS TO ADDRESS ANY UNAUTHORIZED ACCESS, USE OR DISCLOSURE OF
CUSTOMER DATA BY ANY OF VENDOR'S EMPLOYEES OR SUBCONTRACTORS.
VENDOR SHALL
IMMEDIATELY NOTIFY NEXTEL OF ANY BREACHES OF SECURITY THAT MAY RESULT IN THE
UNAUTHORIZED ACCESS, USE OR DISCLOSURE OF CUSTOMER DATA.
VENDOR SHALL MAKE ALL
REASONABLE EFFORTS TO ASSIST NEXTEL IN RELATION TO THE INVESTIGATION AND REMEDY
OF ANY SUCH BREACH OF SECURITY AND ANY CLAIM, ALLEGATION, ACTION, SUIT,
PROCEEDING OR LITIGATION WITH RESPECT TO THE UNAUTHORIZED ACCESS, USE OR
DISCLOSURE OF CUSTOMER DATA.
13.4.9.
INJUNCTIVE RELIEF.
VENDOR ACKNOWLEDGES AND AGREES THAT A BREACH
OF ANY OBLIGATION SET FORTH IN THIS SECTION 13.4 BY THE VENDOR MAY RESULT IN
IRREPARABLE HARM FOR WHICH MONETARY DAMAGES MAY NOT PROVIDE A SUFFICIENT REMEDY
AND, AS A RESULT, NEXTEL SHALL BE ENTITLED TO BOTH MONETARY DAMAGES AND
EQUITABLE RELIEF.
13.4.10.
CONFIDENTIALITY.
THE OBLIGATIONS SET FORTH IN THIS SECTION 13.4
SUPPLEMENT THE PROVISIONS OF SECTION 7, AND THIS SECTION 13.4 SHALL GOVERN TO
THE EXTENT THERE IS ANY CONFLICT BETWEEN IT AND SECTION 7.
13.4.11.
MISCELLANEOUS.
THE OBLIGATIONS SET FORTH IN THIS SECTION 13.4
SHALL SURVIVE THE TERMINATION OR EXPIRATION OF THIS AGREEMENT FOR ANY REASON.
14.
MISCELLANEOUS
14.1.
AMENDMENTS.
EXCEPT AS OTHERWISE EXPRESSLY PROVIDED HEREIN, THIS
AGREEMENT MAY NOT