Amendment Of Solicitation/modification Of Contract (Page 27 of 40) in pdf

CONTRACT NO.

DELIVERY ORDER NO.

AMENDMENT/MODIFICATION NO.

PAGE

FINAL

N00178-14-D-7823

EX01

25 of 38

(3) In the event that the Contractor, its personnel, and or subcontractors will obtain, receive, or learn sensitive

and/or proprietary information and/or data of other entities as a result of performance of this contract, the Contractor

shall execute a non-disclosure/non-use agreement with each such entity prior to having access to the sensitive and/or

proprietary information and/or data provided by the entity.

(f) Requirement to Disclose Sensitive and/or Proprietary Information and/or data

If the Contractor, its personnel and/or is subcontractors receive a court order requiring disclosure of information

and/or data obtained, received, or learned as a result of performance of this contract or if the Contractor believes

disclosure of such information and/or data is otherwise required by law or regulation, the Contractor shall contact the

Contracting Officer immediately and fully inform the Contracting Officer of the court order or other requirement prior

to any disclosure of information and/or data.

(g) Exception

This “Non-Disclosure and Non-Use of Information and/or Data” provision does not apply to information and/or data

that (i) Contractor knew before the Navy disclosed it; (ii) has become publicly known through no wrongful act of

Contractor; or (iii) the Contractor developed independently, as evidenced by appropriate documentation. The

Contractor shall be responsible for ensuring that all contractor personnel who obtain such data/information

understand and abide by the terms of this provision.

(h) Government Remedy

Any violation of the terms of this “Non-Disclosure and Non-Use of Information and/or Data” provision is a material

and substantial breach of this contract, and the Government may, in addition to any other remedy available,

terminate this contract, or any part thereof, for cause or default. Noncompliance with the “Non-Disclosure and

Non-Use of Information and/or Data” provision may also adversely affect the Contractor's past performance rating for

consideration under future acquisitions.

(i) Non-disclosure/Non-Use Agreements

The Contractor shall maintain all non-disclosure and non-use of data agreements required by this clause and shall

make such agreements available for immediate inspection by the Contracting Officer or the Contracting Officer’s

designated representative.

(j) Disposal of Documents

Upon completion of the tasks assigned or termination of the contract, or upon demand, whichever is earliest, the

contractor shall return any and all documents containing sensitive and/or proprietary information and/or data

(including any copies or reproductions thereof) in its possession or control.

Amendment Of Solicitation/modification Of Contract Page 27