Confidentiality Agreement

The Volunteer, due to their relationship with the Council, may be entrusted with access to confidential, proprietary, and sensitive information concerning the Council’s operations, finances, artistic endeavors, and constituents. The Volunteer agrees to hold this information in strict confidence as set forth in this Agreement.

“Confidential Information” means all non-public information, whether oral, written, electronic, or in any other form, that is disclosed by the Council to the Volunteer or that the Volunteer obtains or creates during their tenure with the Council. Confidential Information includes, but is not limited to:

  • Financial Information: Budgets, financial statements, fundraising goals, grant applications, income and expense data, and proprietary business models.
  • Personnel/Member Records: Employee wages, evaluations, disciplinary actions, volunteer records, and private information concerning board members.
  • Constituent Data: Donor names, contact information, giving history, and pledge details.
  • Strategic & Operational Plans: Future program development, marketing strategies, grant strategy, legal filings, pending litigation, and board meeting minutes not designated for public release.
  • Artistic/Curatorial Information: Non-public details of planned exhibitions, performers, or artists, including contracts and fees, prior to official announcement.

The Volunteer agrees to the following:

  1. Non-Disclosure: To hold all Confidential Information in strict confidence and to take all reasonable steps to prevent its unauthorized disclosure.
  2. Limited Use: To use the Confidential Information solely for the purpose of carrying out their duties as a Volunteer for the Council.
  3. No Copying: Not to copy, reproduce, or otherwise duplicate the Confidential Information except as necessary to fulfill their official duties.
  4. Protection: To protect the Confidential Information with the same degree of care as they use to protect their own information of a similar nature, but in no event less than a reasonable degree of care.

The obligations of confidentiality under this Agreement do not apply to information that the Volunteer can prove, by written record:

  • Was already publicly known or available at the time of disclosure.
  • Becomes publicly known or available through no fault of the Volunteer.
  • Was rightfully known to the Volunteer, without restriction, prior to its disclosure by the Council.
  • Is independently developed by the Volunteer without use of the Council’s Confidential Information.
  • Is required to be disclosed by law, regulation, or court order, provided the Volunteer gives the Council prior written notice to allow the Council an opportunity to object or seek a protective order.

The obligations of confidentiality under this Agreement shall commence immediately upon the Volunteer’s Agreement and shall survive the termination of the Volunteer’s relationship with the Council (whether as a board member, employee, or volunteer) for a period of five (5) years thereafter, or for so long as the information remains confidential and non-public, whichever is longer.