Statewide Internet Portal Authority (SIPA)

(3) The Contractor shall not disclose such information to third parties, or have it 

disclosed, in any manner or form, so long as it remains confidential, without the explicit 

authorization of SIPA  

B. Subject always to any rights in or license to the same granted to SIPA herein, SIPA 

shall have obligations reciprocal to those in this Article above with respect to any 

information that is supplied to SIPA by or on behalf of the Contractor within the scope of 

this Contract that is identified as confidential at the time it is so supplied and is 

proprietary to the Contractor.  

C. Paragraphs A and B of this Article shall continue to apply, irrespective of any 

expiration or termination of this Contract, unless and until such time as such information 

comes into the receiving party s lawful possession independent of disclosure in 

connection with this Contract or otherwise lawfully to the general public.  

D. Notwithstanding the fact that the information described in paragraph A above may 

now or in the future become embodied in a product offered for sale, lease, or license, by 

SIPA (i) due to the fact that the Contractor s work hereunder puts the Contractor in a 

superior position to understand such products, the Contractor agrees that it will not, 

undertake to reverse engineer such products and it will not participate or assist in any 

effort to do so; (ii) this shall not be considered a disclosure to the general public.  

E. Contractor shall restrict disclosure of information to the minimum number of persons 

required to enable the Contractor to carry out the Work. The Contractor may discuss with 

relevant members of staff of the Contractor having special knowledge of finance, 

administration and the like, only the information in broad outline not involving any 

unnecessary disclosure of technical details not essential to the proper conduct of the 

discussion.  

Article 11: Public Release of Information  

The Contractor shall obtain the written approval of SIPA concerning the content 

and timing of news releases, articles, brochures, advertisements, prepared speeches, and 

other information releases to be made by the Contractor or any of its subcontractors 

concerning this Contract or the work performed or to be performed hereunder. SIPA shall 

be given a reasonable time to review the proposed text prior to the date scheduled for its 

release.  

Article 12: Consequences of Force Majeure  

A. The purpose of this Article is to establish the consequences of force majeure events 

preventing either party from complying with any of its obligations under this Contract.  

B. As used in this Article, the term "force majeure" refers to events extrinsic to this 

Contract that are beyond the reasonable control of, and not attributable to negligence or 

Request for Proposal 10/29/2004 

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