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City of Redwood City <br />EXHIBIT D HSR16-87 <br />SPECIAL TERMS AND CONDITIONS Page 2 of 3 <br />produced as part of this Agreement will automatically be vested in the Authority and no further <br />agreement will be necessary to transfer ownership to the Authority. The Contractor shall furnish <br />the Authority all necessary copies of data needed to complete the review and approval process. <br />B. All calculations, drawings and specifications, whether in hard copy, and electronic or machine <br />readable form, are intended for one-time use in the construction of the Project. <br />C. The Contractor is not liable for claims, liabilities or losses arising out of, or connected with the <br />modification or misuse by the Authority of any data provided by the Contractor under this <br />Agreement. The Contractor is not liable for claims, liabilities or losses arising out of, or <br />connected with, any use by the Authority of the project documentation on other projects, for <br />additions to this Project, or for the completion of this Project by others, except for such use as <br />may be authorized, in writing, by the Contractor. <br />D. Any subcontract in excess of $25,000, entered into as a result of this Agreement, shall contain all <br />of the provisions of this clause. <br />5. CONFIDENTIALITY OF DATA <br />A. All financial, statistical, personal, technical, or other data and information relative to the <br />Authority's operations, which is designated confidential by the Authority and made available to <br />the Contractor in order to carry out this Agreement, shall be protected by the Contractor from <br />unauthorized use and disclosure. <br />B. The Authority and the Contractor agree to protect designated confidential or privileged <br />information intended by the Authority and Contractor to remain so protected, while facilitating <br />the sharing of information as part of both Parties' efforts. Use of data files constitutes agreement <br />on the part of the Contractor to maintain confidentiality if exempt under the California Public <br />Records Act, subject to Government Code Section 6254.5(e). Confidential information shall not <br />be shared with third parties without consultation and approval from the Authority. <br />C. The Contractor shall not comment publicly to the press or any other media regarding this <br />Agreement or the Authority's actions on the same, except to the Authority's staff, Contractor's <br />own personnel, including subcontractors, affiliates, and vendors, involved in the performance of <br />this Agreement, at public hearings, or in response to questions from a Legislative Committee. <br />D. The Contractor shall not issue any news release or public relations item of any nature <br />whatsoever regarding work performed or to be performed under this Agreement without prior <br />review of the contents thereof by the Authority and receipt of the Authority's written permission. <br />E. Any subcontract entered into as a result of this Agreement shall contain all of the provisions of <br />the Confidentiality of Data clause. <br />ATTY/AGR/2017.041/CA HIGH SPEED RAIL AUTHORITY -REIMBURSEMENT AGREEMENT <br />REV: 03-01-17 VR <br />