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1. The client school or its officers has disclosed and made
known orally, in writing or by other media certain of its confidential
and proprietary information to the company, Intillismart or its
employees.
2. Confidential information including data, materials, products,
technology, computer programs, specifications, and financial and
personal information remains the sole property of the client school.
3. The company agrees that the confidential information
is to be considered confidential and proprietary to the client school
and shall hold same in confidence, shall not use same other than
for the purposes of its business with the client and shall disclose
it only to its officers, directors or employees with a specific
need to know.
4. The company will not disclose, publish or otherwise reveal
any of the confidential information to any other party whatsoever
except with the specific prior written permission of the client's
authorised officers unless required or authorised by law.
5. The company will ensure that personal information is
protected against loss and unauthorised access, use, modification
or disclosure and against misuse.
6. The company will ensure that only authorised personnel
have access to personal and sensitive information and that its employees,
agents and subcontractors are aware of the company's obligations
under this agreement.
7. The company will ensure that its authorised employees,
agents and subcontractors, when requested by Education Queensland
or the client school, promptly sign a Privacy Deed relating to personal
and sensitive information and comply with such other privacy and
security measures as Education Queensland or the client school reasonably
advises the company in writing from time to time.
8. The company will immediately notify Education Queensland
and the client school if it becomes aware that a disclosure of personal
or sensitive information is, or may be required or authorised by
law.
9. This Agreement shall be governed and construed in accordance
with the laws of Australia and its individual states and territories
and consents to the exclusive jurisdiction of the state courts and
Australian courts located there for any dispute arising out of this
Agreement.
10. This Agreement terminates and supersedes all prior understandings
or agreements on the subject matter hereof. Only a further writing
that is duly executed by both parties may modify this Agreement
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