AGREEMENT FOR SERVICES ADMINISTRATION BETWEEN
INTERSECTIONS INC. AND DISCOVER BANK
THIS AGREEMENT is made and entered into as of the 11th day of March 2002 (the "Effective Date"), by and between Intersections Inc. ("Intersections"), a Delaware corporation with its principal place of business located at 14930 Bogle Drive, Chantilly, VA 20151, and Discover Bank, a Delaware corporation, with an office located at 2500 Lake Cook Road, Riverwoods, IL 60015 ("DB").
WHEREAS, Intersections is in the business of providing consumer credit fraud prevention, detection, monitoring and notification products and certain administrative services related thereto;
WHEREAS, DB is a credit card issuer;
WHEREAS, DB desires to offer certain products and services to selected persons who have a credit card issued by DB ("Cardmembers") or other consumers (collectively "Customers");
WHEREAS, DB wishes to have Intersections provide its consumer credit products and related administrative services to Customers who have enrolled forth at product as designated by DB ("Members"); and
NOW THEREFORE, in consideration of the mutual covenants and agreements contained herein, and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto intending to be legally bound hereby agree as follows:
1. The Product, and Exhibits.
A. Each product and service to be offered by DB to consumers under this Agreement (each, a "Product") will be described in an exhibit to this Agreement executed by DB and Intersections either as of, or subsequent to, the Effective Date.
B. Each exhibit which states that it is made an exhibit to this Agreement, and is executed by the parties (each, an "Exhibit"), is deemed incorporated into this Agreement by reference. Notwithstanding any requirement of execution in the foregoing, the parties agree that (i) they have agreed upon, and incorporated into this Agreement, Exhibits A, B and C attached to this Agreement, (ii) Exhibits A and C apply only to the Product and Services described in Exhibit A, and (iii) Exhibit B applies generally to this Agreement and all Products and Services provided under it.
C. Except as further set forth in an exhibit to this Agreement, DB in its sole discretion will determine the pricing of the Product to Customers. Any change or addition to a Product must be agreed by the parties in writing and in accordance with the applicable provisions of the applicable exhibit to this Agreement. For purposes of marketing and distribution only, each Product will be deemed a Product of DB, except as required by applicable laws or regulations, Intersections' agreements with the applicable credit reporting agencies, or as provided in an applicable exhibit.
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