Each party agrees to hold the other party’s Confidential Information in strict confidence and not to disclose such Confidential Information to any third parties. Each party also agrees not to use the other party’s Confidential Information for any purpose other than the performance or receipt of the Services. “Confidential Information” as used herein means all information disclosed by one party to the other, or otherwise obtained by the receiving party pursuant to Services provided under this Agreement that is not generally known in the disclosing party’s trade or industry and shall include, without limitation, budgets and unpublished financial statements, licenses and distribution arrangements, prices and costs, suppliers and customers; and any information regarding the skills and compensation of employees, contractors or other agents of the disclosing party or its subsidiaries or affiliates.
Confidential Information also includes proprietary or confidential information of any third party who may disclose such information to Client or BSM in the course of performance of the Services. The receiving party’s obligations set forth in this section shall not apply with respect to any portion of the Confidential Information that the receiving party can document by competent proof that such portion: (i) is in the public domain through no fault of the receiving party; (ii) has been rightfully independently communicated to the receiving party free of any obligation of confidence; or (iii) was developed by the receiving party independently of and without reference to any information communicated to the receiving party by the disclosing party. In addition, the receiving party may disclose Confidential Information to the limited extent required by a valid order of a court or other governmental body, or as otherwise required by law.
During the course of performing Services, BSM may observe opportunities for economies in or improved controls over Client operations. It is BSM’s practice to bring such opportunities to the attention of the appropriate level of Client’s management, either orally or in writing. Any such opportunities or economies are the sole intellectual property of BSM. CLIENT makes no claim as to intellectual property rights.
Enrolled Agents, like all providers of personal financial services, are now required by law to inform their clients of their policies regarding privacy of client information. EA’s have been and continue to be bound by professional standards of confidentiality that are even more stringent than those required by law. Therefore, we have always protected your right to privacy.
Types of Nonpublic Personal Information We Collect
We collect nonpublic personal information about you that is either provided to us by you or obtained by us with your authorization.
Parties to Whom We Disclose Information
For current and former clients, we do not disclose any nonpublic personal information obtained in the course of our practice except as required or permitted by law. Permitted disclosures include, for instance, providing information to our employees and, in limited situations, to unrelated third parties who need to know that information to assist us in providing services to you. In all such situations, we stress the confidential nature of information being shared.
Protecting the Confidentiality and Security of Current and Former Clients’ Information
We retain records relating to professional services that we provide so that we are better able to assist you with your professional needs and, in some cases, to comply with professional guidelines. In order to guard your nonpublic personal information, we maintain physical, electronic, and procedural safeguards that comply with our professional standards.
Notwithstanding anything to the contrary contained in this Agreement, BSM shall not be required to provide any Service, in whole or in part, to the extent the provision of such Service becomes impracticable as a result of a cause or causes outside the reasonable control of BSM (including due to fire, flood, storm, earthquake or other acts of God, riot, war, terrorism, rebellion, or other acts of war or civil unrest, utility outages or interruptions, strike, lockout, any Law, demand or other requirement of any governmental entity, and all other causes outside of BSM’s reasonable control), including unfeasible technological requirements, or to the extent the performance of such Services would require the ICANN to violate any applicable laws, rules or regulations or would result in the breach of any agreement with any third party. When affected by any such event, BSM shall: (a) promptly notify CLIENT of the occurrence of such an event and describe in reasonable detail the nature of the event, and (b) use commercially reasonable efforts to (i) resume performance of its obligations under this Agreement as soon as reasonably practicable; and (ii) pending such resumption, to facilitate any commercially reasonable efforts that CLIENT may make to procure alternative services.