HomeMy WebLinkAbout5.1028 Original ContractNON DISCLOSURE AND
ACCEPTANCE OF MEMBERSHIP AGREEMENT
THIS AGREEMENT (Agreement) made and entered into this Z day of
/i� 2010, by and between the City of Port Angeles, a municipal corporation (City)
and /U i u rh w^A Pi� .(Committee Member) (collectively Parties).
WITNESSETH
NOW, THEREFORE, in consideration of terms and covenants contained herein, the Parties
agree as follows:
1. Committee Member has been invited to participate in a review of proposals
submitted to the City relating to development of the Port Angeles Waterfront and
Transportation Improvement Plan. As a condition of membership, Committee
Member makes and enters into this non disclosure agreement with the City. In
accepting this membership, Committee Member agrees as follows:
a. Committee Member recognizes and agrees that there is no financial benefit
received from this membership.
b. Committee Member represents that he has no known conflict of interest in
relation to the proposed project. If a conflict develops or becomes known,
Committee Member will withdraw from the selection process.
c. Committee Member agrees to engage in no independent communications
with any RFP respondent and /or team member.
d. Committee Member agrees that any attempts by an RFP respondent or team
member to lobby will be rejected.
2. During the term of this agreement, Committee Member may have access to and
become familiar with confidential information. For purposes of this agreement,
confidential infoimation means all information contained in the proposals submitted
to the City regarding waterfront development and transportation improvement, and
all analyses, discussions, reports, reviews, and evaluations of those proposals
compiled by the Committee. Committee Member shall not, during or after the term
-1-
6.4 Aa
of the agreement disclose any such City information, to any person, directly or
indirectly, nor use it in any way, except as required or authorized by the City.
3. Confidential information is not to be stored on any local workstation, laptop, or
media such as CD /DVD, USB drives, external hard drives or other similar portable
devices.
4. Confidential information shall remain the exclusive property of the City and shall not
be removed under any circumstances from the premises where the City's work is
being carried on without the prior approval of the City. All such property shall be
returned to the City upon termination of the agreement.
5. If Committee Member breaches this agreement, the City may immediately terminate
this agreement and withdraw Committee Member's right to participate in committee
activities and access to confidential information.
6. No act of omission or commission of either the City or Committee Member,
including without limitation, any failure to exercise any right, remedy, or recourse,
shall be deemed to be a waiver, release, or modification of the same. Such a waiver,
release, or modification is to be effected only through a written modification to this
agreement.
7. This agreement is to be construed in accordance with the laws of the State of
Washington. Venue for any cause of action or claim asserted by either party hereto
brought in state courts, shall be in Clallam County, Washington.
IN WITNESS WHEREOF the Parties have executed this Agreement on the date first above
written.
COMMITTEE MEMBER: CITY OF PORT ANGELES
PRIry/, C
NAME: itIIAEL EA-�A�
Title: C e E WI vAII
Date: 5 /ZS' //a
Attest:
1
ssa Hurd, City Clerk
By:
Kent My
Date: „6- AO
Approved as to form:
illi m E. Bloor, oityttorney
G 1 LEGALIAGREEMENTS &CONTRACTS12010 Agrmts &Contracts\Non- Disclosure Agreement.Waterfront052410 wpd
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