Common use of Confidentiality of Data and Information Clause in Contracts

Confidentiality of Data and Information. The Contractor and any of its subcontractors in performance of this agreement, may have need for access to and use of various types of data and information in the possession of the Government which the Government obtained under conditions which restrict the Government's right to use and disclose the data and information, or which may be of a nature that its dissemination or use other than in the performance of this agreement, would be adverse to the interests of the Government or other parties. Therefore, the Contractor and its subcontractors agree to abide by any restrictive use conditions on such data and not to: Knowingly disclose such data and information to others without written authorization from the Contracting Officer, unless the Government has made the data and information available to the public; and use for any purpose other than for the performance of this Agreement that data which bears a restrictive marking or legend. In the event the work required to be performed under this Agreement requires access to proprietary data of other companies, the Contractor shall obtain agreement from such other companies for such use unless such data is provided or made available to the Contractor by the Government. Two copies of such company-tocompany agreements shall be furnished promptly to the Contacting Officer for information only. These agreements shall prescribe the scope of authorized use or disclosure, and other terms and conditions to be agreed upon between the parties thereto. It is agreed by the Contractor that any such data, whether obtained by the Contractor pursuant to the aforesaid agreement or from the Government, shall be protected from unauthorized use or disclosure to any individual, corporation, or organization so long as it remains proprietary. Through formal training in company policy and procedures, the Contractor agrees to make employees aware of the requirement to maintain confidentiality of data and information, as required above, to the end that they will be disciplined in the necessity to refrain from divulging either the proprietary data of other companies or data that is obtained from the Government to anyone except as authorized. The Contractor shall obtain from each employee, engaged in any effort connected with this agreement, an agreement, in writing, which shall in substance provide that such employee will not, during his/her employment by the Contractor, or thereafter disclose to others or use for his/her own benefit or the future benefit of any individual any trade secrets, confidential information, or proprietary/restricted data (to include Government "For Official Use Only") received in connection with the work under this agreement. The Contractor agrees to hold the Government harmless and indemnify the Government as to any cost/loss resulting from the unauthorized use or disclosure of third party data or software by the Contractor, its employees, subcontractors, or agents.

Confidentiality of Data and Information. The Contractor and any of its subcontractors in performance of contracts under this agreementMOA, may have need for access to and use of various types of data and information in the possession of the Government which the Government obtained under conditions which restrict the Government's right to use and disclose the data and information, or which may be of a nature that its dissemination or use other than in the performance of this agreementcontracts, would be adverse to the interests of the Government or other parties. Therefore, the Contractor and its subcontractors agree to abide by any restrictive use conditions on such data and not to: : (1) Knowingly disclose such data and information to others without written authorization from the Contracting Contacting Officer, unless the Government has made the data and information available to the public; and use and (2) Use for any purpose other than for the performance of this Agreement contracts under the MOA that data which bears a restrictive marking or legend. . (a) In the event that the work required to be performed under this Agreement contracts of the MOA requires access to proprietary data of other companies, the Contractor shall will obtain agreement from such other companies for such use unless such data is provided or made available to the Contractor by the Government. Two copies of such company-tocompany to-company agreements shall will be furnished promptly to the Contacting Contracting Officer for information only. These agreements shall will prescribe the scope of authorized use or of disclosure, and other terms and conditions to be agreed upon between the parties thereto. It is agreed by the Contractor that any such data, whether obtained by the Contractor pursuant to the aforesaid agreement or from the Government, shall will be protected from unauthorized use or disclosure to any individual, corporation, or organization so long as it remains proprietary. . (b) Through formal training in company policy and procedures, the Contractor agrees to make employees aware of the requirement to maintain confidentiality of data and information, as required above, to the end that they will be disciplined in the necessity to refrain from divulging either the proprietary data of other companies or data that is obtained from the Government to anyone except as authorized. The Contractor shall will obtain from each employee, engaged in any effort connected with this agreementMOA, an agreement, in writing, which shall will in substance provide that such employee will not, during his/her employment by the Contractor, or thereafter disclose to others or use for his/her own benefit or the future benefit of any individual any trade secrets, confidential information, or proprietary/restricted data (to include Government "For Official Use Only") received in connection with the work under this agreement. contracts. (c) The Contractor agrees to hold the Government harmless and indemnify the Government as to any cost/loss resulting from the unauthorized use or disclosure of third party data or software by the Contractor, its employees, subcontractors, or agents. Contractor personnel may be required to sign Attachment J-7 (Non-Disclosure of Information Agreements).

Confidentiality of Data and Information. The Contractor Contractor, and any of its subcontractors consultants or lecturers, in the performance of this agreementcontract, may have need for access to and use of various types of data and information in the possession of the Government FAA, which the Government FAA obtained under conditions which restrict the GovernmentFAA's right to use and disclose the data and information, or which may be of a nature that its dissemination or use other than in the performance of this agreementcontract, would be adverse to the interests of the Government FAA or other parties. Therefore, the Contractor Contractor, and its subcontractors any consultants or lecturers, agree to abide by any restrictive use conditions on such data and not to: : a. Knowingly disclose such data and or information to others without written authorization from the Contracting Officer, unless the Government that data or information has made the data and information otherwise become available to the publicpublic through no action or fault of the Contractor; and use and b. Use for any purpose other than for the performance of this Agreement contract that data which bears a restrictive marking or legend, unless such information or data has otherwise fallen into the public domain through no action or fault of the Contractor. In the event the work required to be performed under this Agreement contract requires access to proprietary data of other companies, the Contractor shall must obtain agreement from such other companies for such use unless such data is provided or made available to the Contractor by the GovernmentFAA. Two copies of such company-tocompany to-company agreements shall must be furnished promptly to the Contacting Contracting Officer for information onlythe FAA's information. These agreements shall must prescribe the scope of authorized use or of disclosure, and other terms and conditions to be agreed upon between the parties thereto. It is agreed by the Contractor that any such data, whether obtained by the Contractor pursuant to the aforesaid agreement or from the Government, shall FAA must be protected from unauthorized use or of disclosure to any individual, corporation, or organization so long as it remains proprietary. Through formal training in company policy and procedures, the The Contractor agrees to make employees aware of the requirement to maintain confidentiality of data and and/or information, as required above, to the end that they will be disciplined and in the necessity to refrain from divulging either the proprietary data of other companies or data that is obtained from the Government FAA to anyone except as authorized. The Contractor shall must obtain from each employee, engaged in any effort connected with this agreementcontract, an agreement, in writing, which shall must in substance provide that such employee will not, during his/her employment by the Contractor, or thereafter thereafter, disclose to others or use for his/her own benefit or the future benefit of any individual individual, any trade secrets, confidential information, information or proprietary/restricted data (to include Government FAA "For Official Use Only") received in connection with the work under this agreementcontract unless such information otherwise falls in to the public domain through no action or fault of the Contractor or employee. The Contractor agrees to hold the Government FAA harmless and to indemnify the Government FAA as to any cost/loss resulting from the unauthorized use or disclosure of third party data or software by the Contractor, its employees, subcontractorsconsultants, lecturers, or agentsother agents of any kind. The Contractor agrees to include the substance of this provision in all subcontracts, including consultant and lecturer subcontracts, awarded under this contract. The Contracting Officer will consider case-by-case exceptions from this requirement for individual subcontracts in the event that (1) the Contractor considers the application of the prohibition of this provision to be inappropriate and unnecessary in the case of particular subcontract; (2) the subcontractor provides a written statement affirming absolute unwillingness to perform absent some relief from the substance of this prohibition; (3) use of an alternate subcontract source would unreasonably detract from the quality of effort; and (4) the Contractor provides the Contracting Officer timely, written, advance notice of these and any other extenuating circumstances. Except as the Contracting Officer specifically authorizes in writing, upon completion of all work under the contract, the Contractor must return all data and information obtained from the FAA, including all copies, modifications, adaptations, or combinations thereof, to the Contracting Officer. Data obtained from other companies must be disposed of in accordance with the Contractor's agreement with that company, or, if the agreement makes no provision for disposition, must be returned to that company. The Contractor must further certify in writing to the Contracting Officer that all copies, modifications, adaptations, or combinations thereof of data or information, which cannot reasonably be returned to the Contracting Officer (or to a company) have been deleted from the Contractor's (or subcontractor's) records and destroyed. These restrictions do not limit the Contractor's (or subcontractor's) right to use and disclose any data or information obtained from other sources without restriction. Work performed under this contract may involve access to information (including but not limited to specifications, engineering requirements, cost estimates, and other sensitive data) relating to but in advance of acquisition actions. Consequently, the Contractor (including individual employees) must not release or communicate any such information, whether oral or written, to any person except FAA personnel; employees of the Contractor with a need to know as determined by their job description; and such other personnel as may be designated in writing by the Contracting Officer.