2019-07-15 GC Agenda - Attachment 1 to Item 8 - Alliance and Funding Agreement - TNC and Noosa Council

              All external communications pertaining to the alliance or arising from related activities
              may only occur where each Party’s nominated delegate has approved in writing the
              communication.
              Each Party must not use the trademarks or logos of the other Party except as
              expressly provided for in this Agreement or without the consent of the other Party.


11.   CONFIDENTIALITY AND INFORMATION PRIVACY
              During the course of the performance of this Agreement, the Parties may have access
              to materials, data, strategies, systems, techniques, financial or other information
              relating to the other Party and its programs, which is designated as, or by its nature
              is, confidential (Confidential Information).
              Each Party agrees not to use, divulge or publish the Confidential Information of the
              other Party, except:
              11.2.1. with the prior written consent of the other Party; or
              11.2.2. when required to do so by law or parliamentary convention; or
              11.2.3. in the case of Noosa Council, at a statutory meeting of Council in respect of
                      which the Project and/or the Agreement is being considered and discussed.
              However, information a Party acquires via this Agreement is not confidential if:
              11.3.1. it is already public knowledge when a Party acquires it; or
              11.3.2. it becomes public knowledge post-acquisition otherwise than through breach
                      of confidence by the acquirer;
              11.3.3. it is already lawfully in the acquirer's possession, otherwise than through
                      breach of confidence, when a Party discloses it; or
              11.3.4. it is obvious or trivial.
              Information Privacy
              11.4.1. Where TNC and/or its personnel have access to and/or are responsible for
                      holding Personal Information in order to fulfil its obligations under this
                      Agreement, it shall:
                       a)     as a contracted service provider to Noosa Council, comply with Parts
                              1 and 3 of Chapter 2 of the Information Privacy Act 2009 (Qld) in
                              relation to Personal Information as if TNC were “the agency” and
                              agrees that it will not at any time do an act, or engage in a practice, in
                              respect of Personal Information that would breach an Information
                              Privacy Principle;
                       b)     ensure the Personal Information is protected against loss or against
                              unauthorised access, use, modification or disclosure and against other
                              misuse;
                       c)     not use Personal Information other than for the purposes of this
                              Agreement, unless required or authorised by law;
                       d)     not disclose Personal Information without the prior written agreement
                              of Noosa Council, unless required or authorised by law;



Alliance and Funding Agreement                                                            Page 10 of 25