Responsibilities of Recipient Clause Samples

Responsibilities of Recipient. Despite having one or more Partners for any Eligible Project and entering into a Partner Agreement with each of its Partners, the Recipient assumes the sole responsibility towards the Province for the implementation, management and coordination of the entire Eligible Project and the fulfilment of all obligations arising from the Agreement. Accordingly, the Recipient agrees that it bears the financial and legal responsibility for the entire Eligible Project and for each of its Partners. The Recipient will be held liable, in the same way as for its own conduct, if obligations as laid out in the Agreement or in applicable Requirements of Laws are not fulfilled by any of its Partners.

Responsibilities of Recipient. Recipient agrees to: a. Use or disclose the LDS only as permitted by this Agreement or as required by law; b. Use appropriate safeguards to prevent use or disclosure of the LDS other than as permitted by this Agreement or required by law; c. Report to Covered Entity any use or disclosure of the LDS of which it becomes aware that is not permitted by this Agreement or required by law, including the presence of prohibited identifiers in the LDS; d. Require any of its subcontractors or agents that receive or have access to the LDS to agree to the same restrictions and conditions on the use and/or disclosure of the LDS that apply to Recipient under this Agreement; and e. Not use the information in the LDS, alone or in combination to identify or contact the individuals who are data subjects.

Responsibilities of Recipient. A. Recipient agrees (1) to disclose Confidential Information only to those of its employees who have a need to know such information, are informed of its confidential nature and agree to comply with this Agreement, (2) not to disclose Confidential Information to any third party, except pursuant to a lawful judicial, administrative or governmental order after providing Applied an opportunity to avoid or limit such disclosure, (3) to protect the Confidential Information with at least the degree of care with which it protects its own confidential information, but in no case with less than a reasonable degree of care and (4) to notify Applied promptly of any breach of this Agreement. B. Within thirty (30) days of a written request by Applied, Recipient shall (1) destroy or return to Applied all documents received from Applied that contain Confidential Information, all documents it may have created that reveal or are based on any Confidential Information, and all copies of the foregoing (except for one copy which may be kept by Recipient's legal department or outside attorneys for archival purposes only), and (2) deliver to Applied a certificate stating that Recipient has complied with such requests.

Responsibilities of Recipient. Recipient agrees any disclosure of data set is made in the strictest confidence and to: Use or disclose the data set only as permitted by the Participation Agreement, this Agreement, as required by law, or otherwise authorized in writing by Provider; Safeguard the data set according to commercially reasonable administrative, physical and technical standards (e.g., National Institute of Standards and Technology, Center for Internet Security, ▇▇▇▇▇-▇▇▇▇▇ ▇▇▇▇▇▇ Act) to prevent use or disclosure of the data set other than as permitted by this Agreement or required by law, including all reasonable efforts to ensure the protection, confidentiality, and security of any data set in its possession, such efforts to be no less than the degree of care employed by Recipient to preserve and safeguard its own confidential information, but in no event less than a reasonable degree of care; Continually monitor its operations and take any action necessary to assure the data set is safeguarded in accordance with the terms of this Agreement; To provide written notice to Provider of any use or disclosure of the data set of which it becomes aware that is not permitted by this Agreement or required by law, within ten

Responsibilities of Recipient. A. RECIPIENT agrees to provide to CITY all of the services specified and detailed in its application for funding and on the attached Schedule A, and to conduct all programs specified therein in a manner to reflect credit upon CITY and RECIPIENT. RECIPIENT represents and warrants to CITY that it is able to provide, and will use funds granted by CITY to provide the services represented in RECIPIENT's application for funding and CITY agrees to provide funding for those services specified on Schedule A. CITY- provided funds shall be used only for those purposes specified in such application. RECIPIENT understands that salaries, benefits, insurances and other associated costs of RECIPIENT, its officials or employees are ineligible for grant funding. B. Agreement Execution: RECIPIENT shall complete the necessary steps to sign and return the Agreement and most recent Form 990 filing no later than September 30, 2024. Failure to submit documents within the allotted time may be construed as RECIPIENT’s refusal of terms and may result in the forfeiture of any awarded funding.

Responsibilities of Recipient. Recipient agrees to: Use or disclose the LDS only as permitted by this Agreement or as required by law; Use appropriate safeguards to prevent use or disclosure of the LDS and any data contained therein other than as permitted by this Agreement or required by law; Report to Covered Entity, through its Privacy Officer, any access, use, or disclosure of the LDS or any data contained therein of which it becomes aware that is not permitted by this Agreement or required by law, including the presence of prohibited identifiers in the LDS; Require any of its subcontractors or agents that receive or have access to the LDS to agree to the same restrictions and conditions on the use and/or disclosure of the LDS that apply to Recipient under this Agreement; and Not identify the information or use the information in the LDS, alone or in combination, to contact the individuals who are data subjects.

Responsibilities of Recipient. RECIPIENT agrees to: a. Use or disclose the LDS only as permitted by this Agreement or as required by law, and only for the project described and approved in the Proposal Approval Form submitted with the current data request; b. Use appropriate physical safeguards (e.g. lockable cabinets, secured facility) to prevent use or disclosure of the LDS other than as permitted by this Agreement or required by law; c. Report to DOH-CDPHPD any use or disclosure of the LDS of which it becomes aware that is not permitted by this Agreement or required by law; d. Require any of its subcontractors or agents that receive or have access to the LDS to agree to the same restrictions and conditions on the use and/or disclosure of the LDS that apply to RECIPIENT under this Agreement; e. Shall not resell or redistribute the LDS to any non-employee agent or subcontractor, without the prior written consent of DOH-CDPHPD; f. Shall not use the information in the LDS to identify or contact the individuals who are data subjects, or the individual’s relatives, employers, or household members; and g. Provide DOH-CDPHPD a copy of the draft manuscript(s), presentations, fact sheets, posters, or any other material developed for dissemination prior to release of the findings for review and approval by DOH- CDPHPD.

Responsibilities of Recipient. (a) During the Term, Recipient agrees to (i) provide Provider with reasonable information and documentation necessary for Provider to perform the Services; and (ii) otherwise use commercially reasonable efforts to cooperate with Provider in respect of the Services. (b) Recipient agrees to designate and maintain an ongoing primary contact for each Service: (i) with whom Provider may communicate about current issues, needs, and problem resolution; (ii) who has authority to make prompt technical decisions on Recipient’s part; and (iii) who will be reasonably accessible to Provider. Such Recipient contact is referred to herein as the Recipient Business Relationship Manager (“RBRM”). Recipient may change its RBRM from time-to-time upon prior, written notice to Provider. (c) Recipient shall comply, and shall cause its Subsidiaries and their respective Representatives to comply, with all applicable Laws in connection with its receipt of the Services, including data privacy Laws, standards and regulations and any privacy policies of the applicable Party.

Responsibilities of Recipient. In performing its obligations hereunder, including in connection with the project methodology set forth in Section 1.b., Recipient shall be responsible for: