sole discretion, by providing Contractor with a written dopy or such revised requirements,
<br />policies, procedures reasonably in advance of the date that they arc to be implemented and
<br />effective (collectively, the "Security Policies"). Contractor shall at all tunes use industry best
<br />practices and methods with regard to the prevention, detection, and elimination, by all
<br />appropriate means, of fraud, abuse, nn.d other inappropriate or unauthorized access to County
<br />systems accessed Ili the performance of services in (his Contract.
<br />26. iltfermation Access: The County may require all Contractor personnel Performing. services
<br />under this Contract to oxecute a confidentiality and non -disclosure agreement coneetning
<br />seem, protection and data security in the form provided by County. The Cotmty 911,111
<br />authorize, and Contractor shall issue, any necessary information -access MDobanistl9, iuelmdiifg
<br />access IDs and passwords, and in ce event shall Contractor permit any such tvechtinisms to tie
<br />shared or used by other Than the individual Contractor personnel to whom issued. Contractor
<br />shall provide each Contractor Person with Only Such level of access as is required for such
<br />individual to perform his or her assigned tasks and:foretions All County systems, and all data
<br />and software contained therein, including County data, County hardware and County sollwat'c;
<br />used or accessed by Contractor: (a)_ shall be used and accessW by such Contactor solely -and
<br />exclusively in the perfonvanec of their assigned duties in connection with, and in fnrthtirance
<br />of, the performance of Golltuctor's obligations hereunder; and (b) shall rot be used or accessed
<br />except its expressly permitted hereunder, or commercially exploited in any matwer whatsoever,
<br />by Contractor, at any time.
<br />27, pphnneed Security Procethn'CY: The County may, in it$ discretion, designate certain areas,
<br />facilities, or systems as requiring a higher level of security and access control. The County
<br />shall notify Coutraclor.ill writing reasonably it Idvaneo,'cf eny such designation becoming
<br />effective. Any such notice shall set forth in reasonable detail the enhanced seetuity or acottss-
<br />control procedures, measures, or requirenreuts that Contractor shall be required to implement
<br />Incl enforce, as well as the date on which such procedures and measures stall take effect.
<br />Contaolor shall fully comply with and abide by all such enhanced security and access measures
<br />and procedures as of such date.
<br />28. Breach of Security: Anybreachor violation by Cootractor df any or the foregoing shall be
<br />deemed a nhaterial breach of a material dbligatiou of Contractor under this Coutract and may he
<br />doomed an incurable and material breach of a material obligation of Contractor tinder this
<br />Contract resulting in termination.
<br />29. Contact on County Prendscs: Contractor shall, at all tunes, comply with and abide by all
<br />reasonable policies and procedures Of the County (or tat may be established thereby, (roll'
<br />lime to time) that pertain to conduct on the County's prehiises, Possession or distribution or
<br />contraband, or the access to, and security of, the Party's real property or facilities, to the extent
<br />that the Contractorlas been provided with a copy preach such policy or procedure. Contractor
<br />shall exercise dud we and diligence to prevent any injury to persons 4 damage to property
<br />while oil the other Partys premises. The operation of vehicles by either Party's pergonnet on
<br />the other P9riy's property shall confleft to posted and other applicable regulations and safe -
<br />driving practices. Vehicular accidents occurring bre a Party's properly and involving either
<br />Party's personnel shall be reported promptly to the, appropriate Party's personnel. Hach Parry
<br />covenants that at all times. during ilia Term, it, and its employees. agents, and Subcontractors
<br />shall comply with, and take no action.that results in the other Party being to violation of, any
<br />applicable federal, state, and local laws, ordinances, regulations, slid rales. Each Party's
<br />personnel shall clearly identify themselves as the appropriate Party's personnel and not as
<br />Blackboard Vonnml, Inc. Lbutgtowrinitiilt
<br />Free Folder 625420 17 Comreet 0 NIA -060-130 it 638
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