By applying to be a volunteer you desire to assist Challenge Alaska by providing certain services in connection with a Challenge Alaska program or other activity. In order to provide such assistance, Volunteer must be given access to certain Proprietary Information (as hereinafter defined) of Challenge Alaska.
The parties agree as follows:
1. As used in this Agreement, the following terms have the meanings set forth below:
a. “Confidential Business Information” means data and information relating to the business of Challenge Alaska (which does not rise to the status of a Trade Secret) which is or has been disclosed to Volunteer of which Volunteer became aware as a consequence of or through his/her relationship to Challenge Alaska and which has value to Challenge Alaska and is not generally known to its competitors. Confidential Business Information shall not include any data or information that has been voluntarily disclosed to the public by Challenge Alaska (except where such public disclosure has been made by Volunteer without authorization) or that has been independently developed and disclosed by others, or that otherwise enters the public domain through lawful means. The restrictions in this Agreement on the disclosure and use of a Confidential Business Information shall survive for a period of two (2) years following termination of this Agreement.
b. “Confidential Personal Information” means personally identifiable health, medical, employment,and similar private information related to individuals participating in Challenge Alaska sponsored programs, employed by Challenge Alaska, or engaged by Challenge Alaska as contractors, which has been provided to Challenge Alaska by such individuals, or their representatives for programmatic or employment purposes and which has not otherwise been disclosed to the public. The restriction in this Agreement on the disclosure and use of Confidential Personal Information shall survive for so long as required by applicable state and federal laws, including without limitation, the Health Insurance Portability and Accountability Act of 1996.
c. “Trade Secrets” means information, including, but not limited to, technical or non-technical data, compilations, programs, methods, techniques, drawings, processes, financial data, financial plans, marketing plans, strategic plans, or lists of actual or potential clients, or suppliers of which (1) derive economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other personas who can obtain economic value from its disclosure or use; and (2) is the subject of efforts that are reasonable under the circumstances to maintain its secrecy. The restrictions in this Agreement on the disclosure and use of Trade Secrets shall survive termination of this Agreement for so long as is permitted by the Alaska Trade Secrets.
d. “Proprietary Information” means Confidential Business Information, Confidential Personal Information, and Trade Secrets. Volunteer to keep this form
2. Volunteer shall hold the Proprietary Information in trust and strictest confidence and must not use, copy, distribute, or disclose the Proprietary Information except as specifically authorized by Challenge Alaska. Proprietary Information may not be removed from Challenge Alaska facilities, unless Challenge Alaska has authorized Volunteer to use the information at an event site, in which case, use shall be restricted to that site.
3. Upon receipt of a request from Challenge Alaska or in any event upon completion of the particular program, event or activity for which Volunteer is providing assistance to Challenge Alaska, Volunteer must deliver to Challenge Alaska all materials containing or embodying the Proprietary Information in Volunteer’s possession or control, in whatever format the information has been retained (hard copy, electronic, or otherwise
4. If Volunteer should breach or threaten to breach any of the provisions of this Agreement, Challenge Alaska, in addition to any other remedies it may have at law or in equity, will be entitled to a restraining order, injunction, or other similar remedy in order to specifically enforce the provisions of this Agreement. Volunteer specifically acknowledges that money damages alone would be an inadequate remedy for the injuries and damage which would be suffered and incurred by Challenge Alaska as a result of a breach of any of the provisions of this Agreement. Volunteer also acknowledges that unauthorized use of Confidential Personal Information may result in the criminal and civil penalties under state and federal law.
5. This Agreement and the rights and obligations of the parties under this Agreement may not be assigned by Volunteer. The rights and obligations of the parties will inure to the benefit of, will be binding upon and will be enforceable by the parties and their lawful successors and representatives.
6. Nothing in this Agreement is to be construed as a grant of or as an intention or commitment to grant to volunteer any right, title or interest in the Proprietary Information. Volunteer agrees that Challenge Alaska shall have no liability resulting from the use of the Proprietary Information.
7. No modifications of this Agreement or waiver or any of its terms will be effective unless set forth in a writing signed by the party against whom it is sought to be enforced. This Agreement will be governed by and construed in accordance with the laws of the state of Alaska and the United States.