Confidential Information, Data, and Security Clause Samples
The 'Confidential Information, Data, and Security' clause establishes the obligations of parties to protect sensitive information exchanged during their relationship. It typically outlines what constitutes confidential information, sets requirements for handling and safeguarding data, and may specify security standards or protocols that must be followed. This clause ensures that proprietary or personal data is not disclosed or misused, thereby protecting the interests of the parties and mitigating risks related to data breaches or unauthorized access.
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Confidential Information, Data, and Security. A. During the Term and at all times thereafter, Contractor will: (a) hold all Confidential Information in strict trust and confidence, (b) refrain from using or permitting others to use Confidential Information in any manner or for any purpose not expressly permitted by this Agreement, and (c) refrain from disclosing or permitting others to disclose any Confidential Information to any third party without obtaining the JBE’s express prior written consent on a case-by-case basis. Contractor will disclose Confidential Information only to its employees or contractors who need to know that information in order to perform Work hereunder and who have executed a confidentiality agreement with Contractor at least as protective as the provisions of this section Contractor will protect the Confidential Information from unauthorized use, access, or disclosure in the same manner as Contractor protects its own confidential or proprietary information of a similar nature, and with no less than the greater of reasonable care and industry-standard care. Each JBE owns all right, title and interest in its Confidential Information. Contractor will notify the affected JBE promptly upon learning of any unauthorized disclosure or use of Confidential Information and will cooperate fully with the JBE to protect such Confidential Information. Upon a JBE’s request and upon any termination or expiration of this Agreement or a Participating Addendum, Contractor will promptly (a) return to the JBE or, if so directed by the JBE, destroy all such JBE’s Confidential Information (in every form and medium), and (b) certify to the JBE in writing that Contractor has fully complied with the foregoing obligations.