A23 Attachment 7 Contractor NDA Form (Due at the time of award).pdf

ADAP Form 209-506-6 Contractor NDA Form (JAN 2024)

ATTACHMENT 7

CONTRACTOR PERSONNEL NON-DISCLOSURE AGREEMENT

I, ______________________, an employee of ___________________ hereby personally consent to the terms of this Agreement in consideration of my being granted conditional access to certain United States nonpublic information in the performance of contract number ________________, with Defense Security Cooperation Agency Irregular Warfare Center.

I understand and agree to the following terms and conditions:

I may gain access to government procurement sensitive information, business confidential or proprietary information, contract performance data, pre-decisional business, contract or procurement-related information of the federal government, as well as information protected from improper release or disclosure by the Privacy Act, personally identifiable information (PII), Planning, Programming, Budgeting, and Execution (PPBE), or information that is otherwise sensitive because it is deliberative or pre-decisional in nature, or is sensitive because the information relates to internal Government practices which, if disclosed inappropriately, would allow recipients of the information to circumvent a statute, regulation or give unfair competitive advantage, and controlled information, both classified and unclassified.

Information to which I may have access includes procurement sensitive information, business confidential or proprietary information of others, and contract performance data to include procurement data, contract information, plans, strategies, performance data, and dollar costs and other information. This information is subject to the disclosure restrictions imposed by statute or regulation, including the Procurement Integrity Act, 41 U.S.C. 423; and/or the Federal Acquisition Regulation, and the Privacy Act of 1974, 5 U.S.C. 552. Pre-decisional and deliberative information is exempt from public release under the terms of the Freedom of Information Act, 5 U.S.C. 552a.

Controlled Unclassified Information (CUI) is information that requires safeguarding or dissemination controls pursuant to and consistent with applicable law, regulations, and government-wide policies but is not classified under Executive Order 13526 or the Atomic Energy Act, as amended. Improper disclosure of CUI may result in the imposition of civil and criminal sanctions.

Government pre-decisional business, contract, or procurement-related information includes the categories of information described above, and information concerning discussions, meetings and communications that relate to, and precede, a final action to be taken by the government, even if the final action may properly be disclosed to the public. Such pre-decisional information may also be subject to the deliberative process privilege and no intent to waive the same is indicated by its disclosure to contractor personnel at any tier, consultants, or other private persons in the performance of their contractual duties with the federal government.

PII includes, but is not limited to, information pertaining to an individual’s education, bank accounts, financial transactions, medical history, and criminal or employment history and other information which can be used to distinguish or trace an individual’s identity, such as their name, social security number, date and place of birth, mother’s maiden name, biometric records, etc., including any other personal information which is linked or linkable to an individual. This definition includes information that the loss, misuse, or unauthorized access to or modification of could adversely affect the privacy that individuals are entitled to under the Privacy Act.

I certify that:

1. I will use the aforementioned types of information only for official government purposes in the performance of contract number _____________. I will disclose such information only to those individuals who have a specific need to know this information in the performance of their official government duties (federal employees) or have a need to know as part of their work under a contract with the government.

2. I will ensure my status as a contractor employee is known when seeking access to and receiving such nonpublic information from government employees.

3. I will not disclose any such information to employees of my company, or to any other contractor personnel, consultants, or other privately employed person, unless they also have a specific need to know the information because of a contract with the Department of Defense, any component thereof, or another federal agency, and only if they have also signed a copy of this agreement or another agreement that limits their use of the information to official purposes. I will take all reasonable precautions to safeguard and prevent the unauthorized disclosure and use of such information.

4. I will not disclose, publish, divulge, release, or make known, in any manner or to any extent, to any individual other than persons who meet the descriptions in paragraphs 1. or 2. above, the content of any procurement sensitive information, business confidential or proprietary information, contract performance data, and pre-decisional business, contract, or procurement-related information of the federal government, government pre-decisional information, PPBE, or any other information marked as controlled provided to me or obtained during the course of my performance of work in support of contract number __________________, or otherwise.

5. I will fully and completely observe this non-disclosure agreement and will not disclose the information described herein to any unauthorized person, or use any information obtained for private use or gain (my own or that of any other person or entity) at any time, including subsequent to the performance of duties in support of contract number __________________.

6. I will submit for Defense Office of Prepublication and Security Review (DOPSR) prior to any submission for publication, any book, article, column, or other written work for general publication that is based upon any knowledge I obtain during the course of my work in connection with the Department of Defense.

7. I understand unless the Department of Defense provides me a written release from this Agreement, or any portion of it, all terms, conditions, and obligations contained in this Agreement apply both during my conditional access, and at all times thereafter.

8. I agree to return any nonpublic information given to me pursuant to this agreement. If I become aware of any improper release or disclosure of such nonpublic information, I will immediately inform the Contracting Officer and the Contracting Officer's Representative in writing.

9. I understand that any unauthorized use, release, or disclosure of nonpublic information in violation of this Agreement will subject me to administrative, civil, or criminal remedies, as may be authorized by law.

10. I understand that the obligations under this agreement are continuing in nature. If anything takes place that would cause a change to any statement or create a violation of any representation or rule of conduct contained in this agreement, I agree to inform the contracting officer promptly.

Each provision of this agreement is severable. If a court should find any provision of this agreement to be unenforceable, all other provisions shall remain in full force and effect.

These provisions are consistent with and do not supersede, conflict with, or otherwise alter the employee obligations, rights, or liabilities created by existing statute or executive order relating to (1) classified information, (2) communications to Congress, (3) the reporting to an Inspector General of a violation of any law, rule, or regulation, or mismanagement, a gross waste of funds, an abuse of authority, or a substantial and specific danger to public health or safety, or

(4) any other whistleblower protection. The definitions, requirements, obligations, rights, sanctions, and liabilities created by controlling Executive orders and statutory provisions are incorporated into this agreement and are controlling.

I have read this non-disclosure agreement and I understand it.

NAME (print): ___________________________________________________________

CONTRACT COMPANY NAME: ___________________________________________

SIGNATURE: ___________________________________ DATE: ________________