Common use of Freedom of Information and Confidentiality Clause in Contracts

Freedom of Information and Confidentiality. 8.1 The Parties acknowledge that both are subject to the FOIA and shall comply with their respective obligations under the FOIA, which arise in connection with this Funding Agreement. 8.2 The provisions of part two clause 8 shall not apply to any information which is or becomes public knowledge (other than by breach of this part two clause 8). This includes information published under part two clauses 8 and 10 (Consent to Publication) which; (a) was in the possession of the receiving party, without restriction as to its disclosure, before the date of receipt from the disclosing party; (b) must be disclosed pursuant to a statutory, legal or parliamentary obligation placed upon the party making the disclosure, including any requirements for disclosure under the Freedom of Information Act or the Environmental Information Regulations. 8.3 Nothing in this part two clause 8 shall be deemed or construed to prevent THE EFA from disclosing any Confidential Information obtained from THE COLLEGE: (a) to any other Crown Body, including but not limited to, non- departmental public bodies or quasi Government authorities or agencies; and/or, (b) to any consultant, COLLEGE, SFC or other person engaged by THE EFA directly in connection with this Funding Agreement, provided that such information is treated as confidential by the receiving consultant, COLLEGE, SFC or any other person. 8.4 In order to ensure that no unauthorised person gains access to any Confidential Information or data obtained and/or processed in the course of the delivery of the Services, THE COLLEGE undertakes to maintain adequate security arrangements that meet the requirements of professional standards and best practice in addition to those set out in part two clauses 11 and 12. 8.5 THE COLLEGE will notify THE EFA as soon as reasonably practicable (and in any event within 24 hours) of its discovery, of any breach of security in relation to Confidential Information and/or Personal Data obtained and/or processed in the course of the delivery of the Services. THE COLLEGE shall use all reasonable endeavours to mitigate the possible adverse impacts of any such breach of security including any intrusion into individuals' privacy. THE COLLEGE will keep a record of such breaches a copy of which shall be provided to THE EFA upon request. THE COLLEGE will use its best endeavours to recover such Confidential Information and/or Personal Data however it may be recorded. THE COLLEGE will co-operate with THE EFA in any investigation that THE EFA considers necessary to undertake as a result of any breach of security in relation to Confidential Information and/or Personal Data. 8.6 THE COLLEGE shall, at its own expense, alter any security systems and/or processes at any time during the Term at THE EFA’s reasonable request if THE EFA reasonably believes THE COLLEGE has failed to comply with this part two clause 8. 8.7 The provisions of this part two clause 8 will apply for the duration of this Funding Agreement and after its termination. 8.8 THE EFA and THE COLLEGE acknowledge that, except for any information which is exempt from disclosure in accordance with the provisions of the FOIA, the content of this Funding Agreement is not Confidential Information.

Freedom of Information and Confidentiality. 8.1 The Parties acknowledge that both are subject to the FOIA and shall comply with their respective obligations under the FOIA, which arise in connection with this Funding Agreement. 8.2 The provisions of part two clause 8 shall not apply to any information which is or becomes public knowledge (other than by breach of this part two clause 8). This includes information published under part two clauses 8 and 10 (Consent to Publication) which; (a) was in the possession of the receiving party, without restriction as to its disclosure, before the date of receipt from the disclosing party; (b) must be disclosed pursuant to a statutory, legal or parliamentary obligation placed upon the party making the disclosure, including any requirements for disclosure under the Freedom of Information Act or the Environmental Information Regulations. 8.3 Nothing in this part two clause 8 shall be deemed or construed to prevent THE the EFA from disclosing any Confidential Information obtained from THE COLLEGEthe SFC: (a) to any other Crown Body, including but not limited to, non- departmental public bodies or quasi Government authorities or agencies; and/or, (b) to any consultant, COLLEGESFC, SFC college or other person engaged by THE the EFA directly in connection with this Funding Agreement, provided that such information is treated as confidential by the receiving consultant, COLLEGESFC, SFC college or any other person. 8.4 In order to ensure that no unauthorised person gains access to any Confidential Information or data obtained and/or processed in the course of the delivery of the Services, THE COLLEGE the SFC undertakes to maintain adequate security arrangements that meet the requirements of professional standards and best practice in addition to those set out in part two clauses 11 and 12. 8.5 THE COLLEGE The SFC will notify THE the EFA as soon as reasonably practicable (and in any event within 24 hours) of its discovery, of any breach of security in relation to Confidential Information and/or Personal Data obtained and/or processed in the course of the delivery of the Services. THE COLLEGE The SFC shall use all reasonable endeavours to mitigate the possible adverse impacts of any such breach of security including any intrusion into individuals' privacy. THE COLLEGE The SFC will keep a record of such breaches a copy of which shall be provided to THE the EFA upon request. THE COLLEGE The SFC will use its best endeavours to recover such Confidential Information and/or Personal Data however it may be recorded. THE COLLEGE The SFC will co-operate with THE the EFA in any investigation that THE the EFA considers necessary to undertake as a result of any breach of security in relation to Confidential Information and/or Personal Data. 8.6 THE COLLEGE The SFC shall, at its own expense, alter any security systems and/or processes at any time during the Term at THE the EFA’s reasonable request if THE the EFA reasonably believes THE COLLEGE the SFC has failed to comply with this part two clause 8. 8.7 The provisions of this part two clause 8 will apply for the duration of this Funding Agreement and after its termination. 8.8 THE The EFA and THE COLLEGE the SFC acknowledge that, except for any information which is exempt from disclosure in accordance with the provisions of the FOIA, the content of this Funding Agreement is not Confidential Information.

Freedom of Information and Confidentiality. 8.1 The Parties acknowledge that both are subject to the FOIA and shall comply with their respective obligations under the FOIA, which arise in connection with this Funding Agreement. 8.2 The provisions of part two clause 8 shall not apply to any information which is or becomes public knowledge (other than by breach of this part two clause 8). This includes information published under part two clauses 8 and 10 (Consent to Publication) which; (a) 8.2.1 was in the possession of the receiving party, without restriction as to its disclosure, before the date of receipt from the disclosing party; (b) 8.2.2 must be disclosed pursuant to a statutory, legal or parliamentary obligation placed upon the party making the disclosure, including any requirements for disclosure under the Freedom of Information Act or the Environmental Information Regulations. 8.3 Nothing in this part two clause 8 shall be deemed or construed to prevent THE EFA the ESFA from disclosing any Confidential Information obtained from THE COLLEGEthe HEI: (a) 8.3.1 to any other Crown Body, including but not limited to, non- departmental public bodies or quasi Government authorities or agencies; and/or, (b) 8.3.2 to any consultant, COLLEGEcontractor, SFC college or other person engaged by THE EFA the ESFA directly in connection with this Funding Agreement, provided that such information is treated as confidential by the receiving consultant, COLLEGEcontractor, SFC college or any other person. 8.4 In order to ensure that no unauthorised person gains access to any Confidential Information or data obtained and/or processed in the course of the delivery of the Services, THE COLLEGE the HEI undertakes to maintain adequate security arrangements that meet the requirements of professional standards and best practice in addition to those set out in part two clauses 11 and 12. 8.5 THE COLLEGE The HEI will notify THE EFA the ESFA as soon as reasonably practicable (and in any event within 24 hours) of its discovery, of any breach of security in relation to Confidential Information and/or Personal Data obtained and/or processed in the course of the delivery of the Services. THE COLLEGE The HEI shall use all reasonable endeavours to mitigate the possible adverse impacts of any such breach of security including any intrusion into individuals' privacy. THE COLLEGE The HEI will keep a record of such breaches a copy of which shall be provided to THE EFA the ESFA upon request. THE COLLEGE The HEI will use its best endeavours to recover such Confidential Information and/or Personal Data however it may be recorded. THE COLLEGE The HEI will co-operate with THE EFA the ESFA in any investigation that THE EFA the ESFA considers necessary to undertake as a result of any breach of security in relation to Confidential Information and/or Personal Data. 8.6 THE COLLEGE The HEI shall, at its own expense, alter any security systems and/or processes at any time during the Term at THE EFAthe ESFA’s reasonable request if THE EFA the ESFA reasonably believes THE COLLEGE the HEI has failed to comply with this part two clause 8. 8.7 The provisions of this part two clause 8 will apply for the duration of this Funding Agreement and after its termination. 8.8 THE EFA The ESFA and THE COLLEGE the HEI acknowledge that, except for any information which is exempt from disclosure in accordance with the provisions of the FOIA, the content of this Funding Agreement is not Confidential Information.

Freedom of Information and Confidentiality. 8.1 The Parties acknowledge that both are subject to the FOIA and shall comply with their respective obligations under the FOIA, which arise in connection with this Funding Agreement. 8.2 The provisions of part two Part Two clause 8 shall not apply to any information which is or becomes public knowledge (other than by breach of this part two Part Two clause 8). This includes information published under part two Part Two clauses 8 and 10 (Consent to Publication) which; (a) was in the possession of the receiving party, without restriction as to its disclosure, before the date of receipt from the disclosing party; (b) must be disclosed pursuant to a statutory, legal or parliamentary obligation placed upon the party making the disclosure, including any requirements for disclosure under the Freedom of Information Act or the Environmental Information Regulations. 8.3 Nothing in this part two Part Two clause 8 shall be deemed or construed to prevent THE EFA the ESFA from disclosing any Confidential Information obtained from THE COLLEGEthe SFC: (a) to any other Crown Body, including but not limited to, non- departmental public bodies or quasi Government authorities or agencies; and/or, (b) to any consultant, COLLEGESFC, SFC college or other person engaged by THE EFA the ESFA directly in connection with this Funding Agreement, provided that such information is treated as confidential by the receiving consultant, COLLEGESFC, SFC college or any other person. 8.4 In order to ensure that no unauthorised person gains access to any Confidential Information or data obtained and/or processed in the course of the delivery of the Services, THE COLLEGE the SFC undertakes to maintain adequate security arrangements that meet the requirements of professional standards and best practice in addition to those set out in part two Part Two clauses 11 and 12. 8.5 THE COLLEGE The SFC will notify THE EFA the ESFA as soon as reasonably practicable (and in any event within 24 hours) of its discovery, of any breach of security in relation to Confidential Information and/or Personal Data obtained and/or processed in the course of the delivery of the Services. THE COLLEGE The SFC shall use all reasonable endeavours to mitigate the possible adverse impacts of any such breach of security including any intrusion into individuals' privacy. THE COLLEGE The SFC will keep a record of such breaches a copy of which shall be provided to THE EFA the ESFA upon request. THE COLLEGE The SFC will use its best endeavours to recover such Confidential Information and/or Personal Data however it may be recorded. THE COLLEGE The SFC will co-operate with THE EFA the ESFA in any investigation that THE EFA the ESFA considers necessary to undertake as a result of any breach of security in relation to Confidential Information and/or Personal Data. 8.6 THE COLLEGE The SFC shall, at its own expense, alter any security systems and/or processes at any time during the Term at THE EFAthe ESFA’s reasonable request if THE EFA the ESFA reasonably believes THE COLLEGE the SFC has failed to comply with this part two Part Two clause 8. 8.7 The provisions of this part two Part Two clause 8 will apply for the duration of this Funding Agreement and after its termination. 8.8 THE EFA The ESFA and THE COLLEGE the SFC acknowledge that, except for any information which is exempt from disclosure in accordance with the provisions of the FOIA, the content of this Funding Agreement is not Confidential Information.

Freedom of Information and Confidentiality. 8.1 The Parties acknowledge that both are subject to the FOIA and shall comply with their respective obligations under the FOIA, which arise in connection with this Funding Agreement. 8.2 The provisions of part two clause 8 shall not apply to any information which is or becomes public knowledge (other than by breach of this part two clause 8). This includes information published under part two clauses 8 and 10 (Consent to Publication) which; (a) was in the possession of the receiving party, without restriction as to its disclosure, before the date of receipt from the disclosing party; (b) must be disclosed pursuant to a statutory, legal or parliamentary obligation placed upon the party making the disclosure, including any requirements for disclosure under the Freedom of Information Act or the Environmental Information Regulations. 8.3 Nothing in this part two clause 8 shall be deemed or construed to prevent THE EFA ESFA from disclosing any Confidential Information obtained from THE COLLEGE: (a) to any other Crown Body, including but not limited to, non- departmental public bodies or quasi Government authorities or agencies; and/or, (b) to any consultant, COLLEGEcollege, SFC or other person engaged by THE EFA ESFA directly in connection with this Funding Agreement, provided that such information is treated as confidential by the receiving consultant, COLLEGEcollege, SFC or any other person. 8.4 In order to ensure that no unauthorised person gains access to any Confidential Information or data obtained and/or processed in the course of the delivery of the Services, THE COLLEGE undertakes to maintain adequate security arrangements that meet the requirements of professional standards and best practice in addition to those set out in part two clauses 11 and 12. 8.5 THE COLLEGE will notify THE EFA ESFA as soon as reasonably practicable (and in any event within 24 hours) of its discovery, of any breach of security in relation to Confidential Information and/or Personal Data obtained and/or processed in the course of the delivery of the Services. THE COLLEGE shall use all reasonable endeavours to mitigate the possible adverse impacts of any such breach of security including any intrusion into individuals' privacy. THE COLLEGE will keep a record of such breaches a copy of which shall be provided to THE EFA ESFA upon request. THE COLLEGE will use its best endeavours to recover such Confidential Information and/or Personal Data however it may be recorded. THE COLLEGE will co-operate with THE EFA ESFA in any investigation that THE EFA ESFA considers necessary to undertake as a result of any breach of security in relation to Confidential Information and/or Personal Data. 8.6 THE COLLEGE shall, at its own expense, alter any security systems and/or processes at any time during the Term at THE EFAESFA’s reasonable request if THE EFA ESFA reasonably believes THE COLLEGE has failed to comply with this part two clause 8. 8.7 The provisions of this part two clause 8 will apply for the duration of this Funding Agreement and after its termination. 8.8 THE EFA ESFA and THE COLLEGE acknowledge that, except for any information which is exempt from disclosure in accordance with the provisions of the FOIA, the content of this Funding Agreement is not Confidential Information.

Freedom of Information and Confidentiality. 8.1 The Parties acknowledge that both are 9.1 In respect of any Confidential Information it may receive from the other Party (“the Discloser”) and subject always to the FOIA remainder of this clause 9, each Party (“the Recipient”) undertakes to keep secret and strictly confidential and shall comply with their respective obligations under not disclose any such Confidential Information to any third party, without the FOIADiscloser’s prior written consent provided that: 9.1.1 the Recipient shall not be prevented from using any general knowledge, experience or skills which arise were in connection with its possession prior to the commencement of this Funding Agreement.; 8.2 The 9.1.2 the provisions of part two this clause 8 9.1 shall not apply to any information which Confidential Information which:- (a) is in or becomes enters the public knowledge (domain other than by breach of this part two clause 8). This includes information published under part two clauses 8 and 10 (Consent to Publication) which; (a) was in the possession Agreement or other act or omissions of the receiving party, without restriction as to its disclosure, before the date of receipt from the disclosing partyRecipient; (b) must be disclosed pursuant is obtained by a third party who is lawfully authorised to a statutory, legal or parliamentary obligation placed upon disclose such information; (c) is authorised for release by the party making prior written consent of the disclosure, including any requirements for Discloser; (d) the disclosure under of which is required to ensure the compliance of the Council with the Freedom of Information Act or Xxx 0000 (the “FOIA”) the Environmental Information RegulationsRegulations 2004 (the “EIR”) or the Local Government Transparency Code 2015; and (e) the Council may, at its sole discretion, elect to publish this Agreement (including any variations to this Agreement) in its entirety. 8.3 9.2 Nothing in this part two clause 8 9 shall be deemed or construed to prevent THE EFA the Recipient from disclosing any Confidential Information obtained where it is required to do so by judicial, administrative, governmental or regulatory process in connection with any action, suit, proceedings or claim or otherwise by applicable law or, provided that the information is subject to confidentiality undertakings equivalent to those set out in clause 9.1, to its professional advisors or insurers. 9.3 The Customer acknowledges that the Council is subject to the FOIA and the EIR. The Customer notes and acknowledges the FOIA, the EIR and the Codes of Practice under section 45 and 46 of the FOIA. The Customer will act in accordance with the FOIA, the EIR and these Codes of Practice (and any other applicable codes of practice or guidance notified to the Customer from THE COLLEGEtime to time) to the extent that they apply to the Customer's performance under this Agreement. 9.4 The Customer agrees that: 9.4.1 without prejudice to the generality of clause 9.3, the provisions of this clause 9.4 are subject to the obligations and commitments of the Council under the FOIA and the Codes of Practice issued under section 45 and 46 of the FOIA. 9.4.2 where it considers that any information should not be available for disclosure, it will: (a) to any other Crown Body, including but not limited to, non- departmental public bodies or quasi Government authorities or agenciesidentify it specifically; and/or,and (b) explain the grounds for exemption from disclosure and the time period applicable to that sensitivity. 9.5 All decisions regarding disclosure of information following a Request For Information will be made at the sole discretion of the Council. The Customer acknowledges that, even where the Customer has indicated that information is commercially sensitive, the Council may be required to disclose it under the FOIA or EIA, with or without consulting the Customer and although the Council will use reasonable endeavours to consult with the Customer prior to any consultantdisclosure, COLLEGE, SFC or other person engaged by THE EFA directly in connection with this Funding Agreement, provided that such information is treated as confidential by the receiving consultant, COLLEGE, SFC or Council shall not be under any other personfurther obligation to consult the Customer prior to disclosure. 8.4 In order 9.6 The Customer shall transfer to ensure that no unauthorised person gains access to the Council any Confidential Request for Information or data obtained and/or processed in the course of the delivery of the Servicesit should receive, THE COLLEGE undertakes to maintain adequate security arrangements that meet the requirements of professional standards and best practice in addition to those set out in part two clauses 11 and 12. 8.5 THE COLLEGE will notify THE EFA as soon as reasonably practicable (after receipt and in any event within 24 hoursfive (5) Working Days of its discoveryreceiving a Request for Information. 9.7 Where the Council is managing a request as referred to in clause 9.5, of any breach of security in relation to Confidential Information and/or Personal Data obtained and/or processed in the course of the delivery of the Services. THE COLLEGE Customer shall use all reasonable endeavours to mitigate the possible adverse impacts of any such breach of security including any intrusion into individuals' privacy. THE COLLEGE will keep a record of such breaches a copy of which shall be provided to THE EFA upon request. THE COLLEGE will use its best endeavours to recover such Confidential Information and/or Personal Data however it may be recorded. THE COLLEGE will co-operate with THE EFA in any investigation that THE EFA considers necessary to undertake as a result the Council and shall respond together with copies of any breach documentation so requested within five (5) Working Days of security in relation to Confidential Information and/or Personal Dataany request by it for assistance. 8.6 THE COLLEGE shall, at its own expense, alter any security systems and/or processes at any time during the Term at THE EFA’s reasonable request if THE EFA reasonably believes THE COLLEGE has failed to comply with this part two clause 8. 8.7 The provisions of this part two clause 8 will apply for the duration of this Funding Agreement and after its termination. 8.8 THE EFA and THE COLLEGE acknowledge that, except for any information which is exempt from disclosure in accordance with the provisions of the FOIA, the content of this Funding Agreement is not Confidential Information.

Freedom of Information and Confidentiality. 8.1 The Parties acknowledge that both are subject 14.1 Subject to clause 14.2, each party shall keep secret and confidential all Confidential Information disclosed to it by the other party as a result of this Agreement and shall not disclose the same to any person save to the FOIA and extent necessary to perform its obligations in accordance with the terms of this Agreement or save as expressly authorised in writing. 14.2 Nothing in this clause 14.2 shall comply with their respective obligations under the FOIAprevent either party from disclosing Confidential Information where: 14.2.1 it is required to do so by judicial, which arise administrative, governmental or regulatory process in connection with this Funding Agreement.any action, suit, proceedings or claim or otherwise by applicable law or, to its professional advisers or insurers; 8.2 The provisions 14.2.2 at the time of part two clause 8 shall not apply to any disclosure the information which is disclosed is already in the public domain or becomes which subsequently enters the public knowledge (domain other than by breach of the terms of this part two clause 8). This includes information published under part two clauses 8 and 10 (Consent to Publication) whichAgreement by the receiving party; 14.2.3 the information is already known to the receiving party at the time (a) was in as evidenced by the possession written records of the receiving party, without restriction as to ) of its disclosure, before disclosure by the disclosing party and was not otherwise acquired by the receiving party from the disclosing party under any obligations of confidence; or 14.2.4 at any time after the date of receipt this Agreement the information is acquired by the receiving party from a third party having the right to disclose at the same time to the receiving party without breach of the obligations owed by that party to the disclosing party;. (b) must be disclosed pursuant 14.3 The Recipient acknowledges that the Council is subject to a statutory, legal or parliamentary obligation placed upon the party making the disclosure, including any requirements for disclosure under the Freedom of Information Act or the Xxx 0000 (“FOIA”) and The Environmental Information Regulations. 8.3 Nothing in this part two clause 8 shall be deemed or construed to prevent THE EFA from disclosing any Confidential Information obtained from THE COLLEGE: Regulations 2004 (a“EIR”) to any other Crown Bodyand the Recipient notes and acknowledges the FOIA, including but not limited to, non- departmental public bodies or quasi the EIR and the Local Government authorities or agencies; and/or, Transparency Code (b“Codes of Practice”) to any consultant, COLLEGE, SFC or other person engaged by THE EFA directly in connection with this Funding Agreement, provided that such information is treated as confidential by the receiving consultant, COLLEGE, SFC or any other person. 8.4 In order to ensure that no unauthorised person gains access to any Confidential Information or data obtained and/or processed in the course under section 45 and 46 of the delivery of the Services, THE COLLEGE undertakes to maintain adequate security arrangements that meet the requirements of professional standards and best practice in addition to those set out in part two clauses 11 and 12. 8.5 THE COLLEGE will notify THE EFA as soon as reasonably practicable (and in any event within 24 hours) of its discovery, of any breach of security in relation to Confidential Information and/or Personal Data obtained and/or processed in the course of the delivery of the ServicesFOIA. THE COLLEGE The Recipient shall use all reasonable endeavours to mitigate the possible adverse impacts of any such breach of security including any intrusion into individuals' privacy. THE COLLEGE will keep a record of such breaches a copy of which shall be provided to THE EFA upon request. THE COLLEGE will use its best endeavours to recover such Confidential Information and/or Personal Data however it may be recorded. THE COLLEGE will co-operate with THE EFA in any investigation that THE EFA considers necessary to undertake as a result of any breach of security in relation to Confidential Information and/or Personal Data. 8.6 THE COLLEGE shall, at its own expense, alter any security systems and/or processes at any time during the Term at THE EFA’s reasonable request if THE EFA reasonably believes THE COLLEGE has failed to comply with this part two clause 8. 8.7 The provisions of this part two clause 8 will apply for the duration of this Funding Agreement and after its termination. 8.8 THE EFA and THE COLLEGE acknowledge that, except for any information which is exempt from disclosure act in accordance with the provisions of the FOIA, the content EIR and these Codes of Practice (and any other applicable codes of practice or guidance notified to the Recipient from time to time) to the extent that they apply to the Recipient’s obligations under this Agreement. 14.4 The Recipient agrees that: 14.4.1 without limiting clause 14.3, the provisions of this Funding Agreement is not Confidential Information.clause

Freedom of Information and Confidentiality. 8.1 The Parties acknowledge that both are subject to the FOIA and shall comply with their respective obligations under the FOIA, which arise in connection with this Funding Agreement. 8.2 The provisions of part two Part Two clause 8 shall not apply to any information which is or becomes public knowledge (other than by breach of this part two Part Two clause 8). This includes information published under part two Part Two clauses 8 and 10 (Consent to Publication) which; (a) was in the possession of the receiving party, without restriction as to its disclosure, before the date of receipt from the disclosing party; (b) must be disclosed pursuant to a statutory, legal or parliamentary obligation placed upon the party making the disclosure, including any requirements for disclosure under the Freedom of Information Act or the Environmental Information Regulations. 8.3 Nothing in this part two Part Two clause 8 shall be deemed or construed to prevent THE EFA the ESFA from disclosing any Confidential Information obtained from THE the COLLEGE: (a) to any other Crown Body, including but not limited to, non- departmental public bodies or quasi Government authorities or agencies; and/or, (b) to any consultant, COLLEGE, SFC college or other person engaged by THE EFA the ESFA directly in connection with this Funding Agreement, provided that such information is treated as confidential by the receiving consultant, COLLEGE, SFC college or any other person. 8.4 In order to ensure that no unauthorised person gains access to any Confidential Information or data obtained and/or processed in the course of the delivery of the Services, THE the COLLEGE undertakes to maintain adequate security arrangements that meet the requirements of professional standards and best practice in addition to those set out in part two Part Two clauses 11 and 12. 8.5 THE The COLLEGE will notify THE EFA the ESFA as soon as reasonably practicable (and in any event within 24 hours) of its discovery, of any breach of security in relation to Confidential Information and/or Personal Data obtained and/or processed in the course of the delivery of the Services. THE The COLLEGE shall use all reasonable endeavours to mitigate the possible adverse impacts of any such breach of security including any intrusion into individuals' privacy. THE The COLLEGE will keep a record of such breaches a copy of which shall be provided to THE EFA the ESFA upon request. THE The COLLEGE will use its best endeavours to recover such Confidential Information and/or Personal Data however it may be recorded. THE The COLLEGE will co-operate with THE EFA the ESFA in any investigation that THE EFA the ESFA considers necessary to undertake as a result of any breach of security in relation to Confidential Information and/or Personal Data. 8.6 THE The COLLEGE shall, at its own expense, alter any security systems and/or processes at any time during the Term at THE EFAthe ESFA’s reasonable request if THE EFA the ESFA reasonably believes THE the COLLEGE has failed to comply with this part two Part Two clause 8. 8.7 The provisions of this part two Part Two clause 8 will apply for the duration of this Funding Agreement and after its termination. 8.8 THE EFA The ESFA and THE the COLLEGE acknowledge that, except for any information which is exempt from disclosure in accordance with the provisions of the FOIA, the content of this Funding Agreement is not Confidential Information.

Freedom of Information and Confidentiality. 8.1 12.1 The Parties each acknowledge that both are the other Party is subject to the requirements of the FOIA and the EIR and shall facilitate the other Party's compliance with its Information disclosure requirements pursuant to the FOIA and shall comply EIR in accordance with their respective obligations the provisions of this Clause 12. For the purpose of this Clause 12, Information has the meaning given under section 84 of the FOIA ("Information"). 12.2 Notwithstanding Clause 12.1 where any Party receives a request for Information (a "Request Receiver"), it will be entitled to disclose all Information to the extent necessary to respond to that request in accordance with FOIA and/or EIR, save that in relation to any such Information that is Confidential Information of the other party or relates to the Collaboration the Request Receiver will, as soon as reasonably practicable, consult with the other party, allow the other party to make representations in relation to disclosing the requested Information and will take into account those representations in responding to the request for Information. For the avoidance of doubt, the decision to withhold or disclose Information requested under the FOIA, which arise FOIA or EIR shall be at the sole discretion of the Request Receiver. 12.3 Where a Request Receiver receives a request for Information in relation to Information that the other party is holding on its behalf (the "Holding Party") the Request Receiver shall transfer to the Holding Party the request for Information as soon as practicable and in any event within two Business Days of receiving the request for Information and the Holding Party shall: 12.3.1 provide the Request Receiver with a copy of all such Information in the form that the Request Receiver requires as soon as reasonably practicable and in any event within ten Business Days (or such other period as the Request Receiver may acting reasonably specify) of the receipt of the request for Information form the Request Receiver; and 12.3.2 provide all necessary assistance as reasonably requested by the Request Receiver in connection with this Funding Agreement. 8.2 The provisions of part two clause 8 shall not apply any such Information, to any information which is or becomes public knowledge (other than by breach of this part two clause 8). This includes information published under part two clauses 8 and enable the Request Receiver to respond to a request for Information within the time for compliance set out in section 10 (Consent to Publication) which; (a) was in the possession of the receiving party, without restriction as to its disclosure, before the date FOIA or Regulation 5 of receipt from the disclosing party; (b) must be disclosed pursuant to a statutory, legal or parliamentary obligation placed upon the party making the disclosure, including any requirements for disclosure under the Freedom of Information Act or the Environmental Information Regulations. 8.3 Nothing 12.4 Following notification under Clause 12.3 and up until such time as the Holding Party has provided the Request Receiver with all the Information specified in Clause 12.3.1 the Holding Party may make representations to the Request Receiver as to whether or not or on what basis Information requested should be disclosed, and whether further information should reasonably be provided in order to identify and locate the information requested, provided always that the Request Receiver shall be responsible for determining at its absolute discretion: 12.4.1 whether the Information is exempt from disclosure under the FOIA and the EIRs; 12.4.2 whether the Information is to be disclosed in response to a request for Information, and in no event shall the Holding Party respond directly to a request for Information unless expressly authorised to do so by the Request Receiver. 12.5 Subject to the exceptions provided in Clause 12.6 none of the Parties shall, at any time, whether before or after the expiry or sooner termination of this Agreement without the consent of the other Party, divulge or permit its officers, employees, agents, advisers or contractors to divulge to any person (other than to any respective officers or employees of a party or a person to whom, in each case, disclosure of information is permitted by this Agreement and who require the same to enable them properly to carry out their duties): 12.5.1 any of the contents of this Agreement or any other document referred to in this part two clause 8 shall be deemed or construed to prevent THE EFA from disclosing Agreement; or 12.5.2 any Confidential Information obtained from THE COLLEGEwhich it may have or acquire (whether before or after the date of this Agreement) relating to the Collaboration. 12.6 The restrictions imposed by Xxxxxx 12.5 shall not apply to the disclosure of any information by a Disclosing Party: 12.6.1 which is now in or hereafter comes into the public domain otherwise than as a result of a breach of such undertaking of confidentiality; 12.6.2 which is required by law (aincluding, without limitation, by virtue of the FOIA) to any other Crown Body, including but not limited to, non- departmental public bodies or quasi Government authorities or agencies; and/or, (b) be disclosed to any consultantperson who is authorised by law to receive the same; or 12.6.3 to a court, COLLEGE, SFC arbitrator or other person engaged by THE EFA directly in connection with this Funding Agreement, provided that such information is treated as confidential by the receiving consultant, COLLEGE, SFC or any other person. 8.4 In order to ensure that no unauthorised person gains access to any Confidential Information or data obtained and/or processed administrative tribunal in the course of proceedings before it to which the delivery of the Services, THE COLLEGE undertakes to maintain adequate security arrangements that meet the requirements of professional standards and best practice Disclosing Party is a party in addition to those set out in part two clauses 11 and 12a case where such disclosure is required by such proceedings. 8.5 THE COLLEGE will notify THE EFA as soon as reasonably practicable (and in any event within 24 hours) of its discovery, of any breach of security in relation to Confidential Information and/or Personal Data obtained and/or processed in the course of the delivery of the Services. THE COLLEGE shall use all reasonable endeavours to mitigate the possible adverse impacts of any such breach of security including any intrusion into individuals' privacy. THE COLLEGE will keep a record of such breaches a copy of which shall be provided to THE EFA upon request. THE COLLEGE will use its best endeavours to recover such Confidential Information and/or Personal Data however it may be recorded. THE COLLEGE will co-operate with THE EFA in any investigation that THE EFA considers necessary to undertake as a result of any breach of security in relation to Confidential Information and/or Personal Data. 8.6 THE COLLEGE shall, at its own expense, alter any security systems and/or processes at any time during the Term at THE EFA’s reasonable request if THE EFA reasonably believes THE COLLEGE has failed to comply with this part two clause 8. 8.7 The provisions of this part two clause 8 will apply for the duration of this Funding Agreement and after its termination. 8.8 THE EFA and THE COLLEGE acknowledge that, except for any information which is exempt from disclosure in accordance with the provisions of the FOIA, the content of this Funding Agreement is not Confidential Information.