10.0 Documents and Confidentiality All confidential and proprietary information and data furnished to Bennett & Williams (B & W) by Client shall remain property of Client. B & W agrees to retain in confidence and not to disclose to or use for the benefit of third parties all information disclosed to B & W by Client without Client’s prior written consent. Excluded from the provisions of this Agreement shall be such portions of the information as:
(a) Information which is in the public domain or which B & W can show to have been in its possession independently of and prior to such disclosure by Client;
(b) Information which becomes public knowledge after such disclosure, without fault on the part of B & W or its employees;
(c) Information made available to B & W from a third party source without any secrecy obligation attaching thereto;
(d) Information pertaining to Site Assessments and Audits in which B & W in the process of investigation uncovers questionable circumstances that exist but do not constitute an immediate concern to public health and safety or fall within local, state or federal reporting requirements of some statutes will be disclosed to the Client whom is responsible for whatever action or nonaction the Client chooses suitable. The Client shall hold B & W harmless to any claim(s) or suit(s) that may arise from actions or nonaction taken by Client upon disclosure of this information;
(e) All information uncovered during an investigation conducted by B & W will be reported by B & W to appropriate agencies when local, state or federal statutes require (i.e. especially concerns affecting public health and safety) such reporting. B & W will attempt to notify Client prior to any such reporting
10.1 All reports, boring logs, field data, field notes, laboratory test data, calculations, estimates, and other documents prepared by B & W remain the property of B & W. Client agrees that all reports and other work furnished to the Client or his agents, which are not paid for, will be returned upon demand and will not be used by the Client for any purpose whatever. B & W will retain all pertinent records relating to the services performed for a period of three years following submission of the report, during which period the records will be made available to the Client at all reasonable times. B & W will keep test drilling soil samples for a period of ninety days from date of obtaining samples, after which time the samples will be discarded unless otherwise directed in writing by Client.
10.2 B & W shall not sell, use for publication or advertising, knowingly disclose to others, use for others or knowingly permit others to use such documents and reports described in Item 10.1 without Client’s prior written consent, except such information excluded in provisions (a),(b),(c),(d) and (e) of Item 10.0 of this Agreement. Client shall promptly notify B & W of any reports or other documents prepared by B & W which Client or its employees release to third parties. Client shall not release any proprietary information owned by B & W without prior written authorization from B & W.
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