AGENDA MEMORANDUM

Meeting Date:           July 11, 2011

From:                          Mike Thornton, Purchasing Manager

Subject:                      Resolution authorizing execution of a Mutual Non-Disclosure Agreement with GE Energy Services

Staff Recommendation:

Staff recommends approval of the resolution authorizing execution of a Mutual Non-Disclosure Agreement with GE Energy Services (GE).

Analysis:

The City has identified GE Energy Services as the top ranked firm for the AMI and related technologies proposal previously solicited.  The next step is negotiation of a contract with GE Energy Services.  Negotiations for technology based projects may require the exchange of information that could be considered confidential.  GE has requested the City to execute a confidentiality or Mutual Non-Disclosure Agreement (MNDA).  This is common practice in technology project contract negotiations.  The City will notify all business partners, affiliates, and representatives related to this project of the MNDA between the City and GE.  Our business partners will be held to the terms of this agreement as well.

The State of Florida has a very broad public records law.  Under the statute very little is considered confidential; it classifies only trade secrets as confidential information exempt from the public records statute.

The City attorney has reviewed this MNDA and requested some changes be made.  GE has made those changes and the final agreement is provided for your review.

Options:

1.  Approve the resolution authorizing execution of the MNDA with GE Energy Services;

2.  Such alternative action as the Commission may deem appropriate

Fiscal Impact: 

There is no fiscal impact unless the MNDA is breached.  Should the agreement be breached by the City, GE may be entitled to recover monetary damages.

Submission Date and Time:    7/7/2011 11:30 AM____

Department: _Finance / Purchasing_____ Prepared by:  _Mike Thornton________                       Attachments:         Yes_X__   No ______ Advertised:   ____Not Required __X___ Dates:   __________________________                      Attorney Review :       Yes___  No ____ _________________________________            Revised 6/10/04

Reviewed by: Dept. Head ________ Finance  Dept. __________________                                    Deputy C.M. ___________________                                           Submitted by: City Manager ___________________

Account No. ______NA_________ Project No. ___________________ WF No. ______________________ Budget  __________NA________ Available _________NA_________

RESOLUTION NO._______________

RESOLUTION OF THE CITY COMMISSION OF THE CITY OF LEESBURG, FLORIDA, AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE A MUTUAL NON-DISCLOSURE AGREEMENT WITH GE ENERGY SERVICES; AND PROVIDING AN EFFECTIVE DATE.

BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF LEESBURG, FLORIDA:

            THAT the Mayor and City Clerk are hereby authorized to execute a Mutual Non-Disclosure Agreement with GE Energy Services whose address is 4200 Wildwood Parkway 2018-6-4C-11, Atlanta, Georgia 30339-8402 for a confidentiality agreement related to contract negations under Request for Proposal 100372.

 THAT this resolution shall become effective immediately.

PASSED AND ADOPTED by the City Commission of the City of Leesburg, Florida, at a regular meeting held the __11th___ day of ___July___ 2011.

                                                                            __________________________

                                                                             Mayor

ATTEST:

__________________________________

City Clerk