RFP_ATT_Proprietary_Agreement.doc
DOC document 27 KB Posted
- Attached to
- ON-CALL MAINTENANCE, REPAIR, AND MODIFICATION OF LFG SYSTEMS AT KIEFER LANDFILL AND ELK GROVE LANDFILL
- Solicitation number
- 2025-PURB RFP-0040
- Issued by
- Sacramento County, San Francisco City, California
About this file
This document is a Proprietary Information Agreement between Sacramento County and an unnamed consultant, specifically addressing the protection and handling of proprietary data submitted in response to a Request for Proposal (RFP). The RFP is for on-call maintenance, repair, and modification services for landfill gas (LFG) collection and control systems at Kiefer Landfill and Elk Grove Landfill in Sacramento County, California. The services will include emergency maintenance, repair, and modification of LFG wellheads, HDPE lateral and header piping, system valves, and other LFG collection appurtenances.
The agreement outlines the terms for protecting confidential information, with the consultant agreeing to defend and indemnify the county if any public records requests or subpoenas are issued regarding the proprietary data. The county retains the right to determine whether to assert confidentiality claims, and the consultant must provide legal protection for the county against any claims arising from the disclosure of the proprietary information. The document appears to be a standard legal protection mechanism to enable the consultant to share sensitive technical or business information during the proposal process while maintaining potential intellectual property protections.
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Text version
ATTACHMENT
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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