Proprietary_Agreement_.doc
DOC document 31 KB Posted
- Solicitation number
- 2026-PURB RFQual-0025
- Issued by
- Sacramento County, San Francisco City, California
About this file
This is a Proprietary Information Agreement template issued by the County of Sacramento for use with consultants submitting proprietary or confidential data in response to a Request for Qualifications (RFQ) for on-call specialty consulting services. The agreement establishes a framework whereby consultants may submit proprietary data necessary to fully respond to the County's RFQ for Environmental Special Services, Environmental Assessment and Oversight Services, Special Inspection Services, and Geotechnical Engineering consultants. The County's RFQ seeks to establish a pre-qualified list of specialty consulting firms to support various County-owned facilities including jails, youth detention facilities, courthouses, administration buildings, libraries, medical facilities, and parks and recreation facilities identified in the DGS Capital Improvements Plan. Statements of Qualifications must be submitted electronically through the OpenGov Procurement portal by April 9, 2026 at 2:00 p.m., with questions due by March 30, 2026 at 5:00 p.m. The resulting agreements will be three-year on-call contracts with no guaranteed work volume. All contracts must receive approval from the County Board of Supervisors before becoming effective.
Under this proprietary information agreement, the County agrees not to disclose submitted proprietary data outside the County or reproduce it without consultant authorization, except as required by law or as reasonably necessary to evaluate responses and monitor services. If a subpoena or Public Records Act request is received, the consultant must defend and indemnify the County against any action resulting from the County asserting confidentiality claims. The consultant also agrees to defend, indemnify, and hold harmless the County, its Board of Supervisors, officers, directors, agents, employees, and volunteers from all demands, claims, actions, liabilities, losses, damages, and costs, including reasonable attorneys' fees, arising from performance of the agreement. The County reserves the sole discretion to determine whether to assert the claim of confidentiality on behalf of the consultant. If the consultant fails to execute the agreement, the County becomes free to grant Public Records Act requests relating to the proprietary data submitted.
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Text version
ATTACHMENT B
WRITTEN AGREEMENT TO INDEMNIFY FOR
RELEASE OF PROPRIETARY INFORMATION
PROPRIETARY INFORMATION AGREEMENT
BETWEEN
THE COUNTY OF SACRAMENTO AND
(CONSULTANT)
CONSULTANT, _______________________________________________, has provided the County of Sacramento (hereinafter referred to as "COUNTY") 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 COUNTY. CONSULTANT and COUNTY agree for a period of ___ years as follows:
1.
The Proprietary Data is submitted to COUNTY based on the understanding that the COUNTY will not disclose such data to others outside the COUNTY, nor reproduce the contents of said Proprietary Data or provide copies thereof to others outside the COUNTY 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 COUNTY 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 COUNTY and its officers, agents and employees against any action resulting from the COUNTY asserting the confidentiality of such Proprietary Data.
4.
CONSULTANT shall defend, indemnify and hold harmless COUNTY, 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 COUNTY, 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 COUNTY 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: _____________________________________
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