D.8_-_NonDisclosure_Agreement_CEII.pdf

CONTRACTOR NON-DISCLOSURE AGREEMENT

On behalf of [contractor name], I certify that [contractor name] will abide by the following terms with respect to critical energy/electric infrastructure information (CEII), privileged material, personally identifiable information (PII), confidential material, and other non-public information (collectively referred to hereinafter as “non-public information”) that the company has access to because of its work for the Federal Energy Regulatory Commission (Commission or FERC):

Only authorized company employees with a need for the information will be given access to non-public information. [contractor name] will maintain a list of each employee who is given access to non-public information, including a listing of each project for which the employee has been given CEII or other non-public information.

[Contractor name] will not provide non-public information to or discuss non-public information with anyone outside the [contractor name] or FERC, except that non-public information may be discussed with project's owner, operator, or applicant or any entity with a FERC non-disclosure agreement covering the same information.

Any non-public information generated or utilized in the performance of this contract will be marked as CEII, PII, Privileged, or Confidential, as appropriate, and treated as non-public information.

Access to, handling, and storage of non-public information must be accordance with Federal laws, regulations, and FERC policy and procedures.

Non-public information will be used only in performance of [contractor name]'s work for FERC. When [contractor name] has completed work on the project, all non-public information will be returned to the Commission, or destroyed at the request of the appropriate FERC official.

These restrictions are consistent with and do not supersede, conflict with, or otherwise alter the employee obligations, rights, or liabilities created by Executive Order No. 12958, as amended; Section 7211 of Title 5, United States Code (governing disclosures to Congress);

Section 1034 of Title 10, United States Code, as amended by the Military Whistleblower Protection Act (governing disclosure to Congress by members of the military); Section 2302(b)(8) of Title 5, United States Code, as amended by the Whistleblower Protection Act (governing disclosures of illegality, waste, fraud, abuse or public health or safety threats); the Intelligence Identities Protection Act of 1982 (50 USC 421 et seq.) (governing disclosures that could expose confidential Government agents); and the statutes which protect against disclosure that may compromise the national security, including Sections 641, 793, 794, 798, and 952 of Title 18, United States Code, and Section 4(b) of the Subversive Activities Act of 1950 (50 USC 783(b)). The definitions, requirements obligations, rights, sanctions, and liabilities created by said Executive Order and listed statutes are incorporated in this agreement and are controlling.

Signing this Agreement does not bar disclosures to Congress or to an authorized official of an executive agency or the Department of Justice that are essential to reporting a substantial violation of law.

I acknowledge that a violation of this agreement may result in negative consequences and could affect [contractor name]'s ability to contract with the Commission in the future.

Moreover, the unauthorized disclosure of certain non-public information can incur civil or criminal penalties.

This NDA concerns a matter within the jurisdiction of an agency of the United States;

the maker of a false, fictitious, or fraudulent NDA may be criminally prosecuted under 18 U.S.C. § 1001

By: _______________________________________

Title: _______________________________________

Representing: _______________________________________

Date: _______________________________________