The URL can be used to link to this page

Home My WebLink About13- Confidentiality Agreement MT Department of Commerce for BSTF application with the City of Bozeman to assist Apttus Corp. '4 MONTANA DEPARTMENI OF COMMERCE J BUSINESS RESOURCES DIVISION August 29, 2013 Sean Becker, Mayor City of Bozeman P C Box 1230 Bozeman, MT 5977141230 RE: Confidentiality Agreement to apply to the BSTF Program application on behalf of Apttus. Dear Mayor Becker, Thank you for forwarding a confidentiality agreement to the Montana Department of Commerce (Department) for the Big Sky Economic Development Trust Fund (BSTF) Program application with the City of Bozeman to assist Apttus Corporation. This confidentiality agreement has been reviewed by legal staff at the Department and it is deemed acceptable. A copy of the signed agreement is enclosed for your records. If you have any questions, please feel free to call me at (406) 841-2792 or email me at ddavidson2@mt.gov. Sincerely, Debi Davidson Program Specialist Big Sky Economic Development Trust Fund Montana Department of Commerce cc: Stephanie Covert, Sr. Director of Sales Operations, Apttus Corporation, Stuart Leidner, Executive Director, Prospera Business (Network MEG O'LEA,RY, DIRECTOR STEVE BULLOCK,GOVERNOR http://businessresources.mt.gov Commerce@mt.gov 301 S. park Ave. I P,O, Box 200505 Helena, MT 1 59620-0505 1 Phone:406.841.2730 1 Fax.406.841.2731 Q TDD:406.841.2702 , MONTANA DEPARTMENT OF COMMERCE REGIONAL DEVELOPMENT BUREAU PROGRAMS CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT THIS CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT("Agreement") is made as of day of� � , 2U13, hy and between Aptt u�, Corporation(^Conpmuy')and ite affi|iatemuoddh *o tun� �Pa�m��o[Conn �ro� (^MDOC~) and its affiliates. WHEREAS, the MDOC has requested and/or may request verbal and written information from the Company and its affiliates regarding the Company and certain of its`affiliates and^Project(including nitboutlioitutiontbe proposed expansion tobe located io Bozeman, Montana incident to discussions m 000cecaingoneuruomopossib8eloantraoaacdoumorg7antoƒbrtbo benefit mf the Company. The MDOC will accept a copy of the, Business Plan and any supporting documentation x*uuituc doy th c Coopaoy. NOW,THEREFORE, in consideration of the premises and the disclosure of such information each Party hereby, intending to he legally bound, agrees to the following provisions: " 1. 'The Company understands and agrees that, pursuant to the Montana Supreme Court's decision in Great Falls Tribune x Public Service Commission,3lg Mont. 3B, 82 P.3d8?8 (�003\ all documents filed vvitbthe B�I�QCby the Cozopunyare presumptively avudub&n for access� `--� '�public under the "do��1mkoon/^ provision of/\/�ic}�2 Section 9 of ��oq� Constitution.`/ ^^^ ~� , uo� lJod�rth�d��iyinu bovvcvpr, db�pn�ucu�dun1boLmDdncuruento�]�db tb� �� -- - , , y ncupaoynitbtbeM-DOCuropubllczouy bu overcome bythe proper showing,consistent with the court's decision, 2- If the Company submits documents or information to the MDOC that it considers confidential and pdvhos the documents or information to be withheld from public disclosure, ~ -- -it will identify which p a r t oftbedoou000tsnriuloroati*niicooaidezmcomfidoodalotUbedoodhcdncuoeotnori^ f°zon1iomaze nuhniLted.ThuCmupnoyviUidemti{y the confidential items through ao affidavit that clearly states the e facts upon which it believes the dnouocmtm or imQonoutiuo should be withheld from�uhbodisclosure. The stated facts must be specific enough so �bnd reviewing�u�bod1lo�cu^ u^euoyoo derat an ddb emmtuzc ondbnuisofibeConpany~uoluimnnotberiebtofconfidentiality, A statement that all documents or information submitted bvthe Company are confidential, or other cnou}umory statements, will bc ineffective tm prevent public disclosure. The Company understands and agrees that the affidavit it submits iosubject topuhliodimolovurc- 9. If individual documents or information are not specified us confidential ur the affidavit isfactually insufficient to support confidentiality,the MDOC will deem the documents or information submitted as subject tn public disclosure. 4. Tbe88D(]C will take reasonable steps to protect documents or information designated as confidential and for which the Company submitted an affidavit clearly stating the factual basis for the claim of confidentiality. Upon receiving a written request from a third party to review any = confidential documents or informatiort, thuMDOC will notify the Company of the request in writing. The written notice provided h* MDQC will enclose third party request. The wrkk:o notice and third party request will be sent by U.S, mail and by fax to the following addresses and fax numbers: To: D3rkKruppe, CEO Address: AntbuoCoqporutioo 140V Fashion Island Blvd. Suite 200 San Mateo,C1 94404 (No Fax Available) With u copy to: Stephanie Covert Address: 4Z7MacTamimbLane Belgrade, MT 59714 5. ltis the responsibility oI the Company upon receipt ofibenvrirtomootiscƒrnooMDOC to take such aoduo an is necessary to protect the documents oTinformation from disclosure,including obtaining a court order protecting the documents or information from disclosure if necessary, If the MD[)Cdnex nntreoeiveomordeziimrnauoudofuoozpetnnL 'uriedictiuoon1eriogtbsMDQCt000uiotain confidentiality of the requested information or the MDOC is not notified of other arrangements made between the Company and the requesting party within lU days from the date of the written notice by the b{I]OCbz the Company uf the third party request, the information will hu disclosed tuthe zngoeadog party, notwithstanding the affidavit. The&YDQC will not assert the right ofconfidentiality for the Company io any court,whether sitting a[law nrinequity. 6. The Company agrees that in the event MD()C discloses documents mr information ioaccordance with the provisions ut this Agreement,the Company will not assert any claim,liability,demand,or cause uf action against MI}OC for u violation oƒany confidentiality interest in any documents or information that it has submitted to MD(]C. 7. The Company agrees d will defend,indemnify,� and save harmless the MDOCa 'ostand�omu any and uUclaims, liabDjdum, doozundo, causes ufao�oo, 'udgment� daozugex,and ~losses, including costs and attorneys' fees associated with any action for release of documents nr information submitted to MDOC by the Compmy, whether such action is brought in the name of the Company or a third parry. 8. These programs are federal and state programs managed by the MI}OCand are subject to audit and monitoring reviews by federal and state n��oiuln. TbeD�DO��in required by loderal and state regulations and laws Cu provide ucoeoa to ubut:and federal audit and monitoring officials in order to document compliance with applicable state and federal regulations and laws. Io the event and tnthe extent access tn information provided to the MD(]Cbythe Company related tu one nf these programs and otherwise subject Uo this Agreement in requested by federal or state auditors,the Company agrees that the YWDOC may disclose such information tmsuch =__~~��=_-== auditors, provided that (a)such information is used only by such auditors for the purposes set forth in the previous sentence, and for no other purposes whatsoever; and(b)such information in the possession of or otherwise disclosed to such auditors shall remain subject to the provisions of this Agreement. IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their respective duly authorized representatives as of the date first above written. Apttus Corporation By: —0 Date: August 1e3 '2013 Na e: Kirk Krap Title: CEO MONTANA DEPARTMENT OF" OMMERCE By: Date Name: Me 0, 'ma=y Title: D�re tor, APPROrD BY: AttVney for the Dbep`artm t Staloof alifor ,,nia, Countyof Nobly PUNC,orsorel�appeared bMfars me to to�Ih � v.Uvlory evi a P who proved to ma on W basis of c de a efsoro whose name "Jal b tio W R. SMITH I- go sLbscr- , vAiNn Inamapt and acknowledged COMM.#1891 to In 1D. 1"J eye-Litad ft =- e nU446k,aUthDflZ(!d 0 NOTARY PIJBLIC-CALlf NIA0 that by r1-1 ofiq!�gf qnnba the instrument the capai .' .1611N" "Pon, 2 SAN MATEO COUNTY 0 Personfa),Or tb entiti up beta perscr4o acted,emaW rr COMM.EXPIRES MAY 28,2014- 1110 l[)sttr0srrt,I oen-;fy Mdsr P1A1JY,0F45-:RJUny under the laws of the –– State Of Cal'-fOfllia that the foregoing Pafa.Mh is Irm and correct. WIMESS my hand and afffalal seat Z- ........... .......... AFFIDAVIT State of California) : Ss. County of San Mateo COMES NOW,Mrk--K-rappe , being first duly sworn upon his oath, deposes and states as follows: That he/she is the CEO Of-AM9-5-C-0-rp-oration and offers the following in support of ARLtu-s Corporations claim of confidentiality for information submitted in support of its application to the Montana Department of Commerce for funds: 1. 1 am the CEO of Apttus Corporation and offer the following in support of Apilus Cor orations claim of confidentiality for information submitted to the Montana Department of Commerce. 2.Apttus Corporation claims that the document titled BST_ F Categ)ry I Economic Development— Apttus Corporation Proposal (Progosa ) contains information that is confidential and should be withheld from public disclosure as it contains informat�ion developed by Apttus Corporation concerning its business forecasts and assessments. This information is consistently maintained by Apttus.Co!poration as confidential business information and if disclosed could prejudice Apttus Cor porations competitive position and could result in financial losses to ARMLS Corporat- 3. Apttus Corporation claims that the documents titled "Proposal"including but not limited to our financial statements financial prgigctions, hiring and trainiug-plans and associated antigi�ted wr_es.to be paid to our new employees are confidential and should be withheld from public disclosure as they contain information developed by Apttus Corporation concerning its financial -_ condition, including product revenues and cost of production information and other confidential pricing information. This information is consistently maintained by Ap-ttus Corporation as confidential business information and if disclosed could prejudice Apttus Cor poration competitive position and could result in financial losses to Apttus Corporation. This instrument was acknowledged before me on the day of 4Mr-'07- 2013 by Kirk Gary Krappe. (Company Official) f WM R. SMITH ;P COMM #1891248 0 NOTARY PUPLIC-CALIFORNIA Signature SAN MATEO COUNTY 0 COMM.EXPIRES MAY 28,2014 Printed Name: �1 Notary Public for the State of Residing at z' 4- b`x`pi-res`:- (SEAL)