◆ SpookStack

S The Contractor agrees that, if after award he discovers an organizational conflict of interest with respect to this contract, he shall make an immediate and full disclosure in writing to the CO which shall include a description of the action which the Contractor has taken or proposes to take to avoid, eliminate or neutralize the conflict. The Government may, however, terminate the contract for the convenience of the Government. In the event that the Contractor was aware of an organization conflict of interest prior to the award of this contract and intentionally did not disclose the conflict to the CO, the Government may terminate the contract at no cost to the Government. H.3 NONDISCLOSURE REQUIREMENTS If this contract requires the contractor to act on behalf of, or provide advice with respect to any phase of an agency procurement, as defined in FAR 3.104-4, then the contractor shall ensure that all its personnel (to include subcontractors, teaming partners, and consultants) who will be personally and substantially involved in the performance of the contract: e Execute and submit an “Procurement Sensitive-Nondisclosure Agreement” Form as required in Section 9, List of Attachment, prior to the commencement of any work on the contract, and e Are instructed in the FAR 3.104 requirements for disclosure, protection, and marking of contractor bid or quote information, or source selection information All proposed replacement contractor personnel also must submit a Non-Disclosure Agreement and be instructed in the requirements of FAR 3.104. Any information provided by contractors in the performance of this contract or obtained by the Government is only to be used in the performance of the contract. The contractor shall put in place appropriate procedures for the protection of such information and shall be liable to the Government for any misuse or unauthorized disclosure of such information by its personnel, as defined above. H.4 INDEMNIFICATION Responsibility for Government Property 1. The Contractor assumes full responsibility for and shall indemnify the Government against any and all losses or damage of whatsoever kind and nature to any and all Government property, including any equipment, supplies, accessories, or parts furnished, while in his custody and care for storage, repairs, or service to be performed under the terms of this contract, resulting in whole or in part from the negligent acts or omissions of the Contractor, any subcontractor, or any employee, agent or representative of the Contractor or subcontractor. 2. If due to the fault, negligent acts (whether of commission or omission) and/or dishonesty of the Contractor or its employees, any Government owned or controlled property is lost or damaged as a result of the Contractor's performance of this contract, the Contractor shall be responsible to the Government for such loss or damage, and the Government, at its option, may in lieu of payment thereof, require the Contractor to replace at this own expense, all property lost or damaged. Hold Harmless and Indemnification Agreement The Contractor shall save and hold harmless and indemnify the Government against any and all liability claims, and cost of whatsoever kind and nature for injury to or death of any person or AP-39 SECRET Page 13 of 54