CONFIDENTIALITY SAFEGUARDS Sample Clauses

CONFIDENTIALITY SAFEGUARDS. Contractor will collect and use the School District’s Data only for the purpose of fulfilling its duties and providing services under this Agreement, and for improving services under this Agreement. If Contractor will have access toeducation records” as defined under the Family Educational Rights and Privacy Act (FERPA) (34 CFR Part 99), the Contractor acknowledges that for the purpose of this Agreement it will be designated as a ‘school official’ with ‘legitimate educational interests’ and will use the data only for the purpose of fulfilling its duties under this Agreement. Contractor agrees to indemnify and hold harmless the Board of Trustees of the School District for any damages or costs, including reasonable attorney’s fees, which arise out of any gross negligence or willful misconduct by Contractor, its agents and employees concerning its FERPA obligations under this section. In performing services under this Agreement, Contractor and the School District may be exposed to and will be required to use certain “Confidential Information”, as defined below. Contractor and the School District along with their employees, agents or representatives will not, use, directly or indirectly, such Confidential Information for purposes other than the purposes outlined in this Agreement. Any Confidential Information acquired or received by either party (the “Recipient”) in the course of this Agreement will not be disclosed or transferred to any person or entity other than to employees of a party and, as to Contractor, for the purpose of performing its obligations under this Agreement. Confidential Information received under this Agreement will be treated with the same degree of care and security as each party uses with respect to its own Confidential Information, but not less than a reasonable degree of care. The parties agree to use Confidential Information only for the purpose of performance of this Agreement and to make no copies except as necessary for performance of this Agreement. Any such confidential information and copies thereof made by a party, or any representative of a party, shall be completely and promptly destroyed at the conclusion of contract performance subject to this Agreement Upon termination or completion of the Services hereunder, upon request of the School District, Contractor will delete the School District’s Confidential Information as housed in the Contractor production database(s), provided that Contractor may maintain archival copies f...
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CONFIDENTIALITY SAFEGUARDS. The Contractor shall implement administrative, physical, and technical safeguards that reasonably and appropriately protect the confidentiality, integrity, and availability of the CDSS CSP that it creates, receives, maintains, uses, or transmits pursuant to the Agreement. Contractor shall develop and maintain a written information privacy and security program that includes administrative, technical and physical safeguards appropriate to the size and complexity of the Contractor’s operations and the nature and scope of its activities, including at a minimum the following safeguards:
CONFIDENTIALITY SAFEGUARDS. County shall implement administrative, physical, and technical safeguards that reasonably and appropriately protect the confidentiality, integrity, and availability of CDSS CSP that it creates, receives, maintains, uses, or transmits pursuant to the Agreement. County shall develop and maintain a written information privacy and security program that includes administrative, technical and physical safeguards appropriate to the size and complexity of County’s operations and the nature and scope of its activities, including at a minimum the following safeguards:
CONFIDENTIALITY SAFEGUARDS. Any shared data is confidential pursuant to appropriate state and federal laws and regulations and all confidentiality requirements thereby required are hereby incorporated into and made a part of this Agreement. Each Party agrees to establish appropriate administrative, technical, and physical safeguards to safeguard the confidentiality of the shared data supplied by any other Party and to prevent unauthorized use of or access to such data. Each Party agrees to store all shared data in a place that is secure from access by unauthorized persons. Additionally, each Party agrees to store and process shared data supplied in an electronic format, in such a way that unauthorized persons cannot obtain the data by any means. Each Party shall undertake precautions to ensure that only authorized personnel are given access to shared data stored in computer systems. A secure environment includes any electronic media, computer, server, or network on which the data reside. Parties shall ensure that the data is destroyed when no longer needed and/or required by law to be maintained. Parties shall use encryption or other best practices when using the data, and shall require agencies to use encryption or other best practices when transferring data. Each Party shall instruct all personnel, including employees, contractors, agents, or other individuals operating on behalf of a Party having access to shared data regarding the confidentiality and security requirements affecting the shared data and shall ensure that they adhere to those requirements and procedures required under the terms of this Agreement. Each Party shall be responsible and liable for ensuring that the confidentiality of shared data received is maintained as required under both federal and state laws and shall indemnify, defend, and hold harmless the providing Party against any suits, claims, actions, complaints, damages, or liability of any kind, including legal costs and attorney fees, related to or arising from any breach of the confidentiality provisions within this Agreement or the misuse of any shared data. Under no circumstances shall shared data be used for any type of solicitation without the express written approval of the providing Party for that specific purpose. Each Party agrees to fully and promptly report to the providing Party any infraction or violation of the confidentiality or security requirements set forth in this Agreement and any other data sharing agreement, and agrees to take approp...
CONFIDENTIALITY SAFEGUARDS. The CFPB agrees to establish and maintain safeguards to protect the confidentiality of the information provided pursuant to this MOU, by:
CONFIDENTIALITY SAFEGUARDS. Trading Partner shall use its best efforts, including employment of all reasonable safeguards, to prevent any use, access or disclosure of the Confidential Information not authorized by this Agreement. Such safeguards shall include, but not be limited to: (i) limiting Authorized Users to those having a need to know such information; (ii) limiting the number of Authorized Users;
CONFIDENTIALITY SAFEGUARDS. Trading Partner shall use its best efforts, including employment of all reasonable safeguards, to prevent any use, access or disclosure of the Confidential Information not authorized by this Agreement. Such safeguards shall include, but not be limited to: (i) limiting Authorized Users to those having a need to know such information; (ii) limiting the number of Authorized Users; (iii) ensuring that access of any Authorized User is terminated immediately once access is no longer needed, including upon termination of employment; (iv) ensuring that Authorized Users understand and comply with the obligations of Trading Partner under this Agreement and the User Agreement, as set forth in the Provider Manual; (v) establishing a disciplinary policy for breach of confidentiality; and (vi) instituting appropriate password controls.
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Related to CONFIDENTIALITY SAFEGUARDS

  • Confidentiality Requirements (A) Business Associate agrees:

  • Confidentiality & Proprietary Information The Consultant acknowledges that it will be necessary for the Client to disclose certain confidential and proprietary information to the Consultant in order for the Consultant to perform their duties under this Agreement. The Consultant acknowledges that disclosure to a third (3rd) party or misuse of this proprietary or confidential information would irreparably harm the Client. Accordingly, the Consultant will not disclose or use, either during or after the term of this Agreement, any proprietary or confidential information of the Client without the Client's prior written permission except to the extent necessary to perform the Services on the Client's behalf. Proprietary or confidential information includes, but is not limited to:

  • Confidentiality and Data Protection 12.1 Buyer undertakes that it shall not at any time disclose to any person any confidential information concerning (i) the business, affairs, customers, clients or suppliers of Seller or any of its affiliates and (ii) the operations, processes, product information, recipes and formulae, know-how, designs, trade secrets of Seller or any of its affiliates, except as permitted by Condition 12.2 (“Confidential Information”).

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