7-08 Confidentiality Agreement.pdf

PUR056 Revised March 2023

EL PASO COUNTY COMMUNITY COLLEGE DISTRICT

Confidentiality Agreement

________________________________________________________, as the Recipient or Receiving Party (Recipient), agrees to hold and maintain as strictly confidential all information regarding personnel, student records, health records, communications, activities and all other confidential information held by the EL PASO COUNTY COMMUNITY COLLEGE DISTRICT (the College), to which the Recipient has or will obtain access. Confidential information means any data or information that is proprietary to or held by the College and is not generally known to the public, whether in tangible or intangible form, whenever and however disclosed or received. By way of example and not limitation, confidential information includes all records protected under the Family Educational Rights and Privacy Act (FERPA), the Health Insurance Portability and Accountability Act (HIPAA), the Texas Public Information Act, the Policies and Procedures of the College and all other and further state and federal laws restricting or prohibiting the disclosure of information and records.

The Recipient shall use the confidential information solely in connection with the current or contemplated business relationship between the parties and not for any other purpose.

Title to the confidential information shall remain solely in the College. Any modifications and improvements thereof by the Recipient shall be the sole property of the College.

The term of this Agreement shall be the longer of (1) any statutory period prohibiting or restricting the disclosure, dissemination or release of confidential information, or (2) the period set out in any written agreement between the parties. The Recipient recognizes the disclosure of the confidential information agreement may be required by law, including a determination made by the Texas Attorney General.

Recipient agrees to maintain, use and protect all confidential information, whether written, computerized, oral, or in any other form, in such a way that it shall not be inadvertently revealed or disclosed to any other person or entity. Recipient agrees that it will not maintain any permanent record containing confidential information and will provide for the complete destruction of any drafts or unofficial copies of confidential information. The College, at its option, may review Recipient’s security and destruction procedures, and approve or reject same.

The Recipient shall, and does hereby, release, remise, and hold harmless the College from and shall defend the College against, all claims of every kind and character arising from the Recipient’s unauthorized use, disclosure or dissemination, whether by negligence or otherwise, of the confidential information made the subject of the Agreement.

RFP #26-003

PUR056 Revised March 2023

The Recipient recognizes that an agreement authorizing disclosure and use by Recipient of confidential information may contain additional confidentiality requirements. This Confidential Agreement shall continue to be in full force and effect, as will any additional requirements in any contemporaneous or subsequent agreement. This Confidential Agreement shall not be abrogated or compromised.

The College is entitled to all remedies provided by law or in equity (including injunctive relief), and is entitled to recover from Recipient all attorneys’ fees and costs, without regard as to whether such costs or fees are authorized by a particular statute. The provisions of this Agreement do not restrict the rights of affected third parties, such as, without limitation, students, patients and those persons who have statutory or common law privacy rights. The courts of Texas, whether state or federal, have jurisdiction. Venue is in El Paso County, Texas.

SIGNED THIS ______ day of _______________, _________.

RECIPIENT

Name of Entity

By: ______________________________ Name

Print Name & Title

RFP #26-003