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manner that will not unduly interfere with contract performance. <br />12. Confidentiality of State Records and Information <br />12.1 Contractor acknowledges that it may come into contact with confidential information in connection <br />with this contract or in connection with the performance of its obligations under this contract, <br />including but not limited, to personal records and information of individuals. It shall be the <br />responsibility of Contractor to keep all State records and information confidential at all times and to <br />comply with all Colorado State and Federal laws and regulations concerning the confidentiality of <br />information to the same extent applicable to the State. Any request or demand for information in <br />the possession of Contractor made by a third party who is not an authorized party to this contract <br />shall be immediately forwarded to the State's principal representative for resolution. <br />12.2 Contractor shall notify all of its agent, employees, subcontractors and assigns who will come into <br />contact with State information that they are subject to the confidentiality requirements set forth <br />herein, and shall provide each with a written explanation of the requirements before they are <br />permitted to access information or data. Contractor shall provide and rr~aintain a secure <br />environment that ensures confidentiality of all State records and information wherever located. No <br />State information of any kind shall be distributed or sold to any third party or used by Contractor or <br />its agents in any way, except as authorized by the contract and as approved by the State. State <br />information shall not be retained in any files or otherwise by Contractor or its agents, except as set <br />forth in this contract and approved by the State. Disclosure of State records or information may be <br />cause for legal action against Contractor or its agents. Defense of any such action shall be the sole <br />responsibility of Contractor. <br />13. Litigation Reporting <br />Contractor, within ten (10) days after being served with a summons, complaint, or other pleading in a <br />case which involves Services provided or Contractor's performance under this contract, which has been <br />filed in any Federal or state court or administrative agency, shall deliver copies of such document to the <br />State's principal representative, or in absence of such designation, to the chief executive officer of the <br />department, agency, or institution executing this contract on behalf of the State. <br />14. Conflict of Interest. <br />14.1 During the term of this contract, Contractor shall not engage in any business or personal activities <br />or practices or maintain any relationships which conflict in any way with the full performance of <br />Contractor's obligations under this contract. <br />14.2 Additionally, Contractor acknowledges that in governmental contracting, even the appearance of a <br />conflict of interest is harmful to the interests of the State. Thus, Contractor shall refrain from any <br />practices, activities or relationships that could reasonably be considered to be in conflict with the full <br />performance of Contractor's obligations to the State in accordance with the terms and conditions of <br />this contract, without the prior written approval of the State. <br />14.3. In the event that Contractor is uncertain whether the appearance of a conflict of interest may <br />reasonably exist, Contractor shall submit to the State a full disclosure statement setting forth the <br />relevant details for the State's consideration and direction. Failure to promptly submit a disclosure <br />statement or to follow the State's direction in regard to the apparent conflict shall be grounds for <br />termination of the contract. <br />14.4. Contractor and subcontractors, permitted under the terms of this contract, shall maintain a written <br />code of standards governing the performance of their respective employees engaged in the award <br />and administration of contracts. No employee, officer or agent of Contractor or any permitted <br />subcontractor shall participate in the selection, or in the award or administration of a contract or <br />Page 5 of 14 <br />