EDP-21 (Rev 03/20) Page 6 of 11
Security Background Document
Date:
Standard Clauses for Consultant/Contractor/Vendor Services
Security, Non-Disclosure, Confidentiality, and Press Releases
The consultant/contractor/vendor shall maintain the security, non-disclosure, and confidentiality of all information in accordance with the
following clauses in performance of its activities under this Agreement:
Security Procedures
Consultant/contractor/vendor agrees to comply fully with all security procedures of the State in relation to providing services and agrees that
its officers, agents, employees, and subcontractors shall be required to undergo the same security clearances as are required of the
employees of NYSP. Specifically, each prospective and current employee of Contractor designated to work under this Agreement with NYSP
shall submit identifying information and may be fingerprinted.
Non-Disclosure and Confidentiality
Except as may be required by applicable law or a court of competent jurisdiction, the Contractor, its officers, agents, employees, and
subcontractors shall maintain strict confidence with respect to any Confidential Information to which the Contractor, its officers, agents,
employees, and subcontractors have access. This representation shall survive termination of this Agreement. For purposes of this
Agreement, Contractor, its officers, agents, employees, and subcontractors agree to treat all information (oral, visual, or written) gathered in
the course of their employment for NYSP as Confidential Information, unless provided written release from this designation for specified
information by authorized NYSP staff.
Press Releases
Contractor agrees that no brochure, news/media/press release, public announcement, memorandum, or other information of any kind
regarding this Agreement shall be disseminated in any way to the public, nor shall any presentation be given regarding this Agreement
without the prior written approval by the undersigned or the undersigned’s designee from NYSP, which written approval shall not be
unreasonably withheld or delayed provided, however, that Contractor shall be authorized to provide copies of this Agreement and answer any
questions relating thereto to any State or Federal regulators or, in connection with its financial activities, to financial institutions for any
private or public offering.
Public Information
Disclosure of items related to this Agreement shall be permitted consistent with the laws of the State of New York and specifically the
Freedom of Information Law (FOIL) contained in Section 87 of the Public Officers Law. The State shall take reasonable steps to protect from
public disclosure any of the records relating to this procurement that are otherwise exempt from disclosure under that statute. Information
constituting trade secrets, for purposes of FOIL, must be clearly marked and identified as such upon submission. If the Contractor intends to
seek an exemption from disclosure of these materials under FOIL, the Contractor shall, at the time of submission, request the exemption in
writing and provide an explanation of why the disclosure of the identified information would cause substantial injury to the competitive
position of the Contractor. Acceptance of the identified information by the State does not constitute a determination that the information is
exempt from disclosure under FOIL. Determinations as to the availability of the identified information will be made in accordance with FOIL at
the time a request for such information is received by the State.
Administrative Obligation
Consultant/contractor/vendor agrees not to use NYSP or State provided equipment to engage in non NYSP related activities while on NYSP
time.
Consultant/contractor/vendor will be held accountable for reporting work hours and/or work activity consistent with the terms of the
consultant/contractor/vendor engagement. In the case of consultants/contractors/vendors working in a staff augmentation capacity, daily time
records showing actual hours worked will be maintained by the consultant/contractor/vendor and provided to the direct NYSP supervisor in a
format specified by the NYSP supervisor.
Sexual Harassment
1. Civil Rights Act Violation
Title VII of the Civil Rights Act of 1964 as amended prohibits discrimination on the basis of race, color, religion, sex, and national origin. The
Equal Employment Opportunity Commission has amended its Guidelines on Discrimination Because of Sex to include Sexual Harassment as
an unlawful employment practice and thereby a violation of Section 703 of Title VII of the Civil Rights Act.
2. Policy
NYSP, as an Agency of the Executive Department of the State of New York, is committed to a philosophy which prohibits sexual harassment
in the workplace.
Unwelcome sexual advances, requests for sexual favors, or other verbal or physical conduct of a sexual nature will constitute sexual
harassment when:
Submission to the conduct is either explicitly or implicitly a term or condition of an individual’s employment,
or
Submi
ssion to or rejection of such conduct by an individual is used as the basis for the employment decisions affecting such
individuals, or
The conduct has the purpose or effect of unreasonably interfering with an affected person’s work performance, or creating an
intimidating, hostile, or offensive work environment.