Procedure 7.06.01 - Contractor Non-Disclosure Agreement

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In the course of performing contracted services, the Contractor may be or has been given access to or entrusted with confidential, privileged, or other sensitive data (collectively referred to herein as “Confidential Information”) in the performance of their duties for Southeastern Community College (Southeastern). Confidential information includes all information gleamed from their activities that is not generally known by the public.

Confidential information includes but is not limited to software, license, databases (employee, student, vendor, financial, etc.), documents, images, correspondence, network design and configurations, passwords, etc. that constitute the college’s information systems.

By signing this agreement, the Contractor binds the business, its employees, and other agents of the business to this Non-Disclosure Agreement in perpetuity. As a condition to receiving access to the Confidential Information, the Contractor shall agree to:

1. Hold all Confidential Information in trust and strictest confidence during and after the date of its creation or disclosure.
2. Use the Confidential Information solely for the purpose of performing duties contracted.
3. Not discuss with, disclose, release, reproduce or otherwise provide or make available the Confidential Information, or any portion thereof, to any person or entity other than those necessary in the execution of contracted services and only after making them fully aware of the Contractor’s binding Confidentiality and Non-Disclosure Agreement.
4. Neither retain nor incorporate any of the Confidential Information into any medium other than may be required for the college’s exclusive benefit.
5. Establish safeguards to protect the Confidential Information from unauthorized use or disclosure.
6. Indoctrinate its employees or agents who will have access to the data as to the restrictions under which access is granted.
7. Protect, defend, indemnify and hold harmless Southeastern Community College from and for any and all claims brought by third parties to the extent arising from, or in connection with any damages, and any and all forms of liability to the extent resulting
8. from such claims when the Contractor is found at fault for the disclosure of Confidential Information.

By signing this agreement, the Contractor agrees to comply fully with and be bound by all the terms, provisions and conditions herein contained. If the Contractor shall at any time breach, violate or fail to comply fully with any of the terms, provisions or conditions of this Non-Disclosure Agreement, Southeastern shall be entitled to equitable relief against the Contractor by way of injunction to restrain such breach or violation or to compel compliance fully with the terms, provisions or conditions of this Non-Disclosure Agreement. The rights and remedies of Southeastern under this Non-Disclosure Agreement are in addition to all rights and remedies to which Southeastern is or shall be otherwise entitled.

I represent that I am an officer, or someone with comparable authority, of the Contractor. By signing this agreement, I bind the Contractor, its employees, and its agents to this Non-Disclosure Agreement.

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Contractor Company Name

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Address

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State/Zip

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Contractor’s Representative (Printed)

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Contractor’s Representative (Signature)

Reviewed and Last Updated on October 19, 2020