ATT_3_Proprietary_Agreement.pdf

PDF 77 KB Posted

Attached to
On-Call General Engineering Services State and local contract opportunity
Solicitation number
81815
Issued by
Sacramento County, San Francisco City, California

About this file

This document is a Proprietary Information Agreement between the Sacramento County Water Agency and consultants submitting proposals for on-call general engineering services in California. The agreement establishes the terms under which consultants may submit proprietary and confidential information as part of their proposal response. The agency reserves the right to disclose proprietary data as reasonably necessary to evaluate proposals and monitor service delivery. The agreement establishes a confidentiality period of a specified number of years, during which the agency agrees not to disclose consultant proprietary data to external parties without authorization, except as required by law or for proposal evaluation purposes.

The consultant agrees to defend and indemnify the Sacramento County Water Agency, its board of supervisors, officers, directors, agents, employees, and volunteers against any claims, actions, liabilities, losses, damages, and costs, including reasonable attorneys' fees, arising from the agency's assertion of confidentiality regarding proprietary data or from performance of the agreement. The consultant also assumes full responsibility for defending the agency against any legal action resulting from Public Records Act requests or subpoenas for the proprietary information. Notably, the agency explicitly reserves the right to determine in its sole discretion whether to assert confidentiality claims on behalf of the consultant. If the consultant fails to execute this agreement, the agency is released from any obligation to protect proprietary data and may freely grant Public Records Act requests relating to such information.

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Att_2_SCWA_Agreement_Template.pdf PDF
Attachment_1_Proposal_Format.pdf PDF
RFP_SCWA_2026_General_Engineering.pdf PDF
ATT_4_SCWA_CAD_standards.pdf PDF

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Text version

ATTACHMENT 3

WRITTEN AGREEMENT TO INDEMNIFY FOR

RELEASE OF PROPRIETARY INFORMATION

PROPRIETARY INFORMATION AGREEMENT

BETWEEN

THE SACRAMENTO COUNTY WATER AGENCY

AND

(CONSULTANT)

CONSULTANT, _______________________________________________,

has provided the Sacramento County Water Agency (hereinafter referred to as "AGENCY") with certain information claimed by the CONSULTANT to be proprietary and/or confidential information (hereinafter referred to as "Proprietary Data"). Submittal of Proprietary Data by CONSULTANT to AGENCY is, in CONSULTANT'S opinion, necessary to fully respond to a Request for Proposal issued by AGENCY.

CONSULTANT and AGECNY agree for a period of ___ years as follows:

1. The Proprietary Data is submitted to AGENCY based on the understanding that the AGENCY will not disclose such data to others outside the AGENCY, nor reproduce the contents of said Proprietary Data or provide copies thereof to others outside the AGENCY without authorization from CONSULTANT or as otherwise required by law. CONSULTANT claims proprietary/confidential rights in the contents of the Proprietary Data as a basis for preventing disclosure of the contents thereof to others.

2. The AGENCY may make such disclosure or reproduction of the Proprietary Data as is reasonably necessary or convenient to evaluate the response to the Request for Proposal and/or to provide, monitor and evaluate the services subject to the Request for Proposal.

3. Except as provided in Paragraph 2 above, if any person serves a subpoena or makes a Public Records Act request to review, or to be provided with, copies of the Proprietary Data or any part thereof, immediately upon notification thereof, CONSULTANT agrees to defend and indemnify the AGENCY and its officers, agents and employees against any action resulting from the AGENCY asserting the confidentiality of such Proprietary Data.

4. CONSULTANT shall defend, indemnify and hold harmless AGENCY, its

Board of Supervisors, officers, directors, agents, employees, and volunteers from and against any and all demands, claims, actions, liabilities, losses, damages, and costs, including reasonable attorneys' fees, arising out of or resulting from the performance of this Agreement, regardless of whether caused by a party indemnified hereunder.

5. If CONSULTANT fails to execute this Agreement, the AGENCY, its officers, agents, and employees shall be free to grant a Public Records Act request relating to such Proprietary Data.

6. Notwithstanding this Agreement, the AGENCY reserves the right to determine, in its sole discretion, whether or not it will assert the claim of confidentiality on behalf of the CONSULTANT.

EXECUTED on this _____ day of _________________, 20__, in

By: _____________________________________

CONSULTANT

Title: _____________________________________

WRITTEN AGREEMENT TO INDEMNIFY FOR
RELEASE OF PROPRIETARY INFORMATION

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