FICO® Certification Program Agreement

This FICO Certification Program Agreement (the “CPA” or “Agreement”) contains terms that govern your participation in the FICO Certification Program (the “Program”) entered into between Fair Isaac Corporation (“Fair Isaac,” “FICO,” “we,” “us,” or “our”) and you (“you” or “your”), as it may be updated from time to time. Terms and conditions specific to the Program may be set forth in our policies which are incorporated into this CPA, including but not limited to the FICO Certification and Enablement Program Policy, policies included in the FICO Training Materials, the Program terms and conditions, and all other Fair Isaac policies applicable to this CPA, as they may be amended by us from time to time (each a “Policy” and collectively, the “Policies”). By accepting these terms, you represent to us that you are lawfully able to enter into this CPA (e.g., you are not a minor).

1.         The FICO Certification Program

1.1.      Participation Requirements. To participate in the Program, you must comply with all requirements applicable to the Program, this CPA, and on the FICO Certification Site (all of the foregoing collectively, the “Certification Requirements”).

1.2.      Valid Certification. To obtain a FICO Certification, you must take the applicable Certification Exam and receive a passing score. Each FICO Certification is valid for a period of two (2) years following the date on which you successfully pass the applicable Certification Exam.

1.3.       Your Responsibilities. At all times when representing yourself as the recipient of a FICO Certification or participating in the FICO Certification Program (e.g., through registration, testing, scoring, and reporting activities), you will:

          (a) conduct your activities in a professional manner;

          (b) not imply any relationship or affiliation between Fair Isaac and you, except as expressly permitted by this CPA;

          (c) maintain the confidentiality of your FICO Certification account and login credentials;

          (d) not allow any other individual to access your FICO Certification account or FICO Certification benefits for any reason, including to register for a FICO Certification Exam on your behalf;

          (e) report any Unauthorized Content Disclosures, including any FICO Training Materials, Certification Exam or Testing Materials you have accessed, to FICO at Learning@fico.com;

          (f) ensure all FICO Certification account information is current including, but not limited to, an email address that you regularly check and that is able to receive email correspondence from the @fico.com domain; and

          (g) comply with all other requirements on the FICO Certification Site.

1.4.      Use of FICO Marks. If you successfully obtain a FICO Certification, we grant you during the Term (defined below), a personal, non-exclusive, non-transferable, non-assignable, non-sublicensable, revocable limited license to use the name of the specific FICO Certification that you obtained and the associated FICO Marks, which will be made available in your FICO Learning Account or through our third-party digital badge provider, solely to represent your FICO Certification status, and provided that all such use is in accordance with the Policies and the FICO Trademark Guidelines. You may only use the FICO Marks in accordance with the FICO Trademark Guidelines (and any successor or related locations designated by Fair Isaac), as may be updated by us from time to time, provided at https://www.fico.com/en/legal (“FICO Trademark Guidelines”). We may revoke your right to use any FICO Mark associated with the FICO Certification at any time by giving you written notice. Fair Isaac reserves all rights to the FICO Marks, its copyrights, patents and other intellectual property rights and, except as expressly described in this Section 1.4, no rights to FICO Marks or Fair Isaac’s copyrights, patent or other intellectual property rights are transferred or licensed pursuant to this CPA.

1.5.      Condition. Prior to you accessing the FICO Marks pursuant to your license under this CPA during the Term (defined below), you must complete the Program pursuant to the terms set forth in this CPA, FICO Training Materials and Testing Materials. We reserve the right, at our sole discretion, to unenroll you from the Program if you have not completed the Program within 180 days of beginning the Program.

1.6.      FICO Certification Revocation. We reserve the right, at any time and at our sole discretion, to terminate or revoke your FICO Certification(s).

2.         Testing

2.1.      Testing Rules. You will comply with all rules and regulations applicable to registration, administration, scoring and reporting of the Certification Exam as set forth by Fair Isaac and by a Certification Exam Provider, including, without limitation, fully and truthfully cooperating with any investigation into testing irregularities. In addition, you will not:

          (a) receive or provide unauthorized assistance, or submit work that is not your own;

          (b) possess, access, or use unauthorized materials including Unauthorized Content Disclosures of any Certification Exam or Testing Materials;

          (c) falsify your identity or identification documents, or misuse any testing identification number, username, or other credentials that have been provided to you;

          (d) allow another individual to test under your identity;

          (e) claim exam results that you did not validly obtain;

          (f) disclose or disseminate the content of any Certification Exam or Testing Materials;

          (g) consume, smoke, or be under the influence of alcohol or drugs during any Certification Exam;

          (h) engage in disruptive, abusive, threatening, or destructive behavior during any
Certification Exam;

          (i) use or run any hardware or software during the Exam Session that could be used to
violate the Certification Requirements including, but not limited to, additional monitors, peripherals, virtual machines, and remote desktop, screen-sharing, image capture, or communication software found on any computer you used to take a Certification Exam through Online Test Delivery; or

          (j) take an exam through Online Test Delivery in a test center or training center.

2.2.       Retakes. If you do not pass a Certification Exam, you may retake that Certification Exam only in accordance with the retake policy as described on the FICO Certification Site and any other Policies communicated to you in writing by Fair Isaac.

2.3.      Account Information. You consent to Fair Isaac's use of your Account Information and personal information for the purpose of administering the program and in accordance with the FICO Privacy Policy (available at https://www.fico.com/en/privacy-policy, as it may be updated from time to time) ("FICO Privacy Policy"). You further consent to Fair Isaac's use of your personal information (as defined by the Privacy Policy) to prevent and detect fraud and abuse in order to protect the security and validity of Certification Exams.

2.4.      Sharing with Coordinators. If a Coordinator has arranged for you to participate in the FICO Certification Program, Fair Isaac may share Certification Data with the Coordinator to confirm that Fair Isaac has delivered FICO Certifications in accordance with the terms agreed between Fair Isaac and the Coordinator, to identify additional FICO Certifications that might be of interest to you or the Coordinator, and as described in the FICO Privacy Policy.

2.5.      Noncompliance. If Fair Isaac or a Certification Exam Provider determines that you have violated the terms of this CPA before, during, or after a Certification Exam, Fair Isaac or the Certification Exam Provider may take action including, but not limited to, terminating your Exam Session, cancelling the results of any Certification Exam, requiring you to retake a Certification Exam to validate a passing score, limiting when, where, and through what exam delivery modality you may take a Certification Exam, terminating your rights under this CPA, and prohibiting you from participating in the Program. We will not refund any testing fees if we take any such action.

2.6.       Data Forensics and Statistical Analyses. Fair Isaac performs regular data forensics and other statistical analyses on its Certification Exams. If we detect anomalies in your exam performance based on data forensics, other statistical analyses, or suspicious account activity, Fair Isaac may take any of the actions described in this Section 2.6. You will not be eligible for a refund or other compensation if we take any such action. Fair Isaac may not disclose specific details about data forensics, statistical analyses, and suspicious account activity that is the basis for taking any action in order to protect the detection mechanisms used. If Fair Isaac has provided you written notice that one or more of your Certification Exam results were invalidated based on data forensics, other statistical analyses, or suspicious account activity, you are prohibited from taking a subsequent Certification Exam through Online Test Delivery without first receiving written permission from the FICO Certification Security team.

3.         Term and Termination

3.1.       Term. The term of this CPA will begin when you click an “I Accept” button or check box presented with these terms, or otherwise schedule or sit for a FICO Certification Exam, and will continue until the termination of this CPA, your Certification, the termination of your access to the Program, or at such time that you no longer hold a valid FICO Certification (“Term”).

3.2.       Effect of Termination. Upon termination of this CPA, all your FICO Certifications will become invalid and you may no longer use the FICO Marks or claim to hold a FICO Certification. Your obligation to cooperate with any investigation into testing irregularities, and to adhere to all confidentiality provisions, will remain in effect.

3.3.       Notice and Modifications. We may from time to time modify this CPA. We will notify you of changes by posting them on the CPA website location at https://www.fico.com/en/legal (the “CPA Site”) or by sending you an email using the email address then associated with your FICO Certification account. You are responsible for checking the CPA Site regularly for changes. Changes will be effective as of the date we post such changes or, if we notify you by email, as stated in the email message. By continuing to participate in the FICO Certification Program, you agree to comply with the most current version of this CPA.

4.         Confidentiality Obligations. You agree that all FICO Training Materials and Testing Materials, including Certification Exams, are Fair Isaac Confidential Information. Fair Isaac owns all right, title and interest in its Confidential Information, including all technology and intellectual property rights. You shall not use, disclose, reproduce, copy, transmit, distribute, or make derivative works of any Fair Isaac Confidential Information in any form. This confidentiality obligation extends beyond the termination of any FICO Certification and shall survive the expiration or termination of this CPA. A breach of this Section by you will result in immediate revocation of all FICO Certifications. Further, you acknowledge that the remedies at law available for the protection of Fair Isaac Confidential Information or intellectual property may be inadequate, and, without limiting any rights available at law, we are entitled to seek injunctive relief for any breach of this CPA relating to the protection of our Confidential Information or intellectual property rights.

5.         Reservation of Rights. Fair Isaac reserves all rights not expressly granted to you under this CPA. Without limiting the foregoing, Fair Isaac retains and reserves sole and exclusive worldwide right, title and interest in and to all Fair Isaac intellectual property, including without limitation, the FICO Marks, FICO Training Materials, Testing Materials and any Fair Isaac know-how, subject to only the limited, non-exclusive, license right to the FICO Marks granted to you in this CPA.

6.         Warranty. THE PROGRAM, FICO TRAINING MATERIALS AND TESTING MATERIALS, AND OTHER MATERIALS PROVIDED BY FAIR ISAAC IN CONNECTION WITH THIS CPA ARE PROVIDED “AS IS” AND WITHOUT WARRANTY. FAIR ISAAC MAKES NO REPRESENTATION OR COMMITMENT AS TO ANY OF THE FOREGOING OR THEIR CONFORMITY TO ANY SPECIFICATIONS AND HEREBY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

7.         Indemnification. You will defend, indemnify and hold harmless Fair Isaac and its Affiliates from and against any claim, suit or other action, and all liabilities, costs, losses, claims, damages and expenses (including reasonable attorneys’ fees and expenses), and will reimburse all of the foregoing amounts as they are incurred, arising out of, resulting from or related to your breach of this CPA, including without limitation, any of the foregoing related to (i) infringement or misappropriation of any FICO Mark, patent, trademark, trade name, trade dress, copyright, trade secret, or other proprietary right under this CPA or (ii) performance of your obligations hereunder.

8.         Limitations of Liability. WE AND OUR AFFILIATES WILL NOT  HAVE LIABILITY TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, OR FOR ANY LOSS OF REVENUE, PROFITS, OR GOODWILL, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LIABILITY,  IN CONNECTION WITH: (A) THIS CPA, (B) YOUR PARTICIPATION IN THE PROGRAM, (C) YOUR USE OF ANY MATERIALS HEREUNDER, OR (D) ANY INVESTMENTS, EXPENDITURES, OR COMMITMENTS BY YOU IN CONNECTION WITH THIS CPA OR THE PROGRAM. IN ANY CASE, THE AGGREGATE LIABILITY OF FAIR ISAAC AND OUR AFFILIATES IN CONNECTION WITH THIS CPA AND THE PROGRAM WILL BE LIMITED TO AN AMOUNT EQUAL TO USD $1,000. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE PROGRAM IS TO STOP PARTICIPATING IN THE PROGRAM. THE LIMITATIONS IN THIS SECTION 8 APPLY ONLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

9.         General. This CPA is binding upon and shall inure to the benefit of the parties and their respective successors and permitted assigns. This CPA does not create any agency or partnership relationship; and neither party shall have the authority or power to bind the other party. If any provision of this CPA is found by a proper authority to be unenforceable or invalid, such unenforceability or invalidity shall not render this CPA unenforceable or invalid as a whole and in such event, such provision shall be changed and interpreted so as to best accomplish the objectives of such unenforceable or invalid provision within the limits of applicable law or applicable court decisions. This CPA will be governed by and interpreted in accordance with the laws of the State of New York, without regard to any conflict of law principles thereof.  This CPA comprises the entire agreement with respect to your participation in the Program and supersedes all prior or contemporaneous oral or written agreements concerning the subject matter herein.

10.       Definitions

“Account Information” means information about you that you provide to or on behalf of Fair Isaac in connection with the creation or administration of your FICO Certification account and registration for Certification Exams.

“Certification Exam” means the exam that you must pass to receive a particular FICO Certification.

“Certification Exam Provider” means any third party authorized by FICO to administer Certification Exams.

“Certification Data” means information related to participation in the FICO Certification Program, including your first and last name, email address, Certification Exam voucher numbers, voucher redemption status, and pass or fail status for completed Certification Exams.

“Confidential Information” means Fair Isaac’s non-public information, financial, business and/or technical information, regardless of the form or manner in which the information is disclosed or learned, including, but not limited to, marketing plans, ideas, concepts, business plans, inventions, security procedures, know-how, distribution arrangements, trade secrets and other information that under the circumstances would be deemed by a reasonable person to be confidential, and includes all Program content (e.g., tasks, questions, answers, computations, diagrams, drawings, worksheets and other content) and other Program communications.

“Coordinator” means a third party (e.g., your employer, educational institution, or similar) that arranges for you to participate in the FICO Certification Program, including (if applicable) by paying fees or subscriptions required for your participation.

“Exam Session” means the period of time from when the exam check-in process commences until you leave the test center premises or exit an Online Test Delivery browser to complete an exam.

“FICO Certification” or “Certification” means a specific certification designation that you may receive from us indicating you have received a passing score on a Certification Exam.

“FICO Certification Program” or “Program” means the program in which we make available FICO Certifications.

“FICO Certification Site” means the website(s) made available on fico.com domain (and any successor or related site designated by Fair Isaac), as may be updated by Fair Isaac from time to time. It includes subpages, such as those describing Certification policies and benefits, including but not limited to the Policies.

“FICO Marks” means any trademarks, service marks, service or trade names, logos, commercial symbols and other designations of Fair Isaac and its affiliates that we may make available to you in connection with this CPA or the Program.

“FICO Training Materials” means any training materials provided by Fair Isaac in connection with the Program, including but not limited to any Fair Isaac course curriculum, online learning asset, learning catalogue, or description of training, as updated from time to time by Fair Isaac.

“Online Test Delivery” means any exam delivered via online, remote online proctored, on-demand, or any other test delivery mode that is intended to be proctored remotely or reviewed after the Certification Exam is completed.

“Testing Materials” means the Certification Exam and any other materials that are provided to you in connection with a Certification Exam including, but not limited to, instructions, study materials, exam questions, or other content.

“Unauthorized Content Disclosures” means any Testing Materials that are disclosed by or to anyone without the express permission of Fair Isaac including, but not limited to, Testing Materials listed on third-party websites without the express permission of Fair Isaac.