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DocuSign Envelope ID: E0B3D4C5- 9003- 4A18- A350- 475309BE8BB1
<br />REVISED 10 -2 -2013
<br />8. SAFEGUARDING OF CONFIDENTIAL INFORMATION
<br />Each Party shall not use or disclose Confidential Information in any manner that would constitute a
<br />violation of federal law or applicable provisions of Washington State law. Each Party agrees to comply
<br />with all federal and state laws and regulations, regarding data security and electronic data interchange
<br />of Confidential Information. Each party shall protect Confidential Information collected, used, or acquired
<br />in connection with this Contract, against unauthorized use, disclosure, modification or loss. Each party
<br />shall ensure their directors, officers, employees, subcontractors or agents use it solely for the purposes of
<br />accomplishing the services set forth in this Contract. Each party and its Subcontractors agree not to
<br />release, divulge, print, publish, transfer, sell or otherwise make it known to unauthorized persons without
<br />the express written consent of the other party or as otherwise authorized by law (i.e. in response to a court
<br />order or subpoenas). Each party agrees to implement physical, electronic, and managerial policies,
<br />procedures, and safeguards to prevent unauthorized access, use, or disclosure. "USER" shall make the
<br />Personal Information available to amend as directed by DOL and incorporate any amendments into all the
<br />copies maintained by "USER" or its Subcontractors.
<br />USER shall notify DOL immediately of becoming aware of any unauthorized access, use or disclosure.
<br />Any breach of this clause may result in termination of the Contract, suspension of on -line access accounts,
<br />and the demand for return of all confidential information.
<br />9. RIGHTS IN DATA
<br />Unless otherwise provided, data, which originates from this Contract shall be "works for hire" as defined by
<br />the U.S. Copyright Act of 1976 and shall be owned by the DOL. Data shall include, but not be limited to,
<br />reports, documents, pamphlets, advertisements, books, magazines, surveys, studies, computer programs,
<br />films, tapes, and /or sound reproductions. Ownership includes the right to copyright, patent, register, and
<br />the ability to transfer these rights.
<br />10. SECURITY OF DATA
<br />Contractor agrees to comply with the Attachment D, DOL Data Security Requirements for the duration
<br />of the Contract as described herein. Each party shall take due care to protect the shared data from
<br />unauthorized physical and electronic access as described in this Contract. SecureAccess Washington
<br />(SAW) is considered to have this strong authentication mechanism. SAW adds an additional layer of
<br />protection to DAPS data available via the Internet.
<br />11. INDEPENDENT CAPACITY
<br />The employees or agents of each party who are engaged in the performance of this Contract shall
<br />continue to be employees or agents of that party and shall not be considered for any purpose to be
<br />employees or agents of the other party.
<br />12. SUBCONTRACTING
<br />With prior written consent, either party may enter into subcontracts for any of the work or services
<br />contemplated under this Contract. Consent shall not be unreasonably withheld. This clause does not
<br />include contracts of employment between a party and personnel assigned to work under this Contract.
<br />Each party is responsible for ensuring that all terms, conditions, assurances and certifications set forth
<br />in this Contract are carried forward to any subcontracts.
<br />13. TERMINATION FOR CONVENIENCE
<br />Either party may terminate this Contract upon 30 days prior written notification to the other party. If this
<br />Contract is so terminated, the parties shall be liable only for performance rendered or costs incurred in
<br />accordance with the terms of this Contract prior to the effective date of termination.
<br />14. TERMINATION OF ACCESS
<br />Each party may at its discretion disqualify an individual authorized by the other party from gaining
<br />access to data in the DAPS system. Notice of termination of access will be by written notice and
<br />become effective upon receipt by the other party. Termination of access of one individual by either
<br />party does not affect other individuals authorized under this Contract.
<br />15. DISPUTES
<br />In the event that a dispute arises under this Contract, a Dispute Board shall determine it in the following
<br />manner: Each party to this Contract shall appoint one member to the Dispute Board
<br />The members so appointed shall jointly appoint an additional member to the Dispute Board.
<br />DAPS Use and Disclosure Contract, Attachment A, General Terms and Conditions Page 3 of 4
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