Privacy Notification Form

Privacy Notification Form

This Privacy Notification Form (the "Form") is entered into effective as of the date of last signature below by and between:

Notifying Party:

Recipient Party:

WHEREAS

WHEREAS, the Notifying Party maintains certain personal data and other confidential information relating to employees, customers, or third parties and is required to provide notification in the event of an unauthorized access, breach, or disclosure (a "Privacy Event"); and

WHEREAS, the Recipient Party performs services that may involve access to such personal data and the parties desire to set forth the obligations, procedures, timing and costs associated with notifications resulting from a Privacy Event; and

WHEREAS, the parties intend by this Form to specify the scope of notifications, allocation of costs, timing, confidentiality obligations, and governing law applicable to notifications and related remedial actions.

NOTICE DETAILS

SCOPE OF WORK

The Recipient Party shall undertake notification and remediation tasks as set forth below. The parties agree that the Recipient Party's responsibilities shall be limited to the specifications in this section unless otherwise agreed in writing.

Notification Method(s):
Email Postal Mail Telephone Public Notice

PAYMENT TERMS

Compensation for notification and remediation services shall be as follows.

TERM AND TERMINATION

This Form commences on the Start Date and continues until the End Date unless earlier terminated in accordance with this section.

CONFIDENTIALITY

Each party acknowledges that in connection with this Form it may receive Confidential Information of the other party. "Confidential Information" means all non-public business, technical, customer or personal data disclosed in any form that is reasonably understood to be confidential given the nature of the information and the circumstances of disclosure. The Recipient Party shall:

1. Use Confidential Information solely for the purpose of performing notification and remediation obligations under this Form;
2. Implement and maintain administrative, physical and technical safeguards reasonably designed to protect Confidential Information from unauthorized access, use, disclosure, alteration or destruction;
3. Not disclose Confidential Information to any third party except to those employees, contractors or agents with a need to know and who are bound by written confidentiality obligations no less protective than those herein;
4. Promptly notify the Disclosing Party upon discovery of any unauthorized use or disclosure and cooperate in good faith with any remedial efforts.

The foregoing confidentiality obligations do not apply to information that (i) is or becomes generally available to the public through no fault of the Recipient Party, (ii) was rightfully in the Recipient Party's possession prior to disclosure, (iii) is rightfully received by the Recipient Party from a third party without restriction, or (iv) is independently developed by the Recipient Party without use of or reference to Confidential Information.

ACKNOWLEDGMENT AND CERTIFICATION

The undersigned certify that the information provided in this Form is true and correct to the best of their knowledge, that they are authorized to act on behalf of their respective parties, and that they will comply with the obligations set forth herein.

GOVERNING LAW; ENTIRE AGREEMENT

This Form shall be governed by and construed in accordance with the laws of the state or jurisdiction identified by the parties below without regard to its conflict of law principles. Any dispute arising under or in connection with this Form shall be subject to the exclusive jurisdiction of courts located in that state or jurisdiction.

This Form, together with any documents incorporated by reference and any written amendments executed by authorized representatives of both parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, communications and understandings, whether written or oral.

MISCELLANEOUS PROVISIONS

Severability: If any provision of this Form is held invalid or unenforceable, the remaining provisions will remain in full force and effect. Waiver: No waiver shall be effective unless in writing and signed by the waiving party. Assignment: Neither party may assign its rights or delegate its obligations under this Form without the prior written consent of the other party, except to a successor by merger or sale of substantially all assets.

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