Council Signs Off on Microsoft Non-Disclosure Agreement

The Leesburg Town Council has signed off on a non-disclosure agreement with Microsoft to shield some of the corporation’s development plans from public disclosure.

The agreement was approved on a 4-2-1 vote during a special meeting Monday night.

Microsoft has proposed to construct a data center in the Compass Creek development that is eyed for annexation into town by way of a boundary line adjustment between the town and Loudoun County. Last year, the company purchased 332 acres—a majority of the land in the mixed-use development—from Peterson Companies for a reported $73 million.

Although the staff report on the non-disclosure agreement listed only one data center in the first phase of the project, an additional report lists up to four data centers planned in the project’s second phase. Town Attorney Barbara Notar emphasized, however, that the non-disclosure agreement deals only with phase one of the project. She said Microsoft has not shared its plans for phase two with town staff.

The Town Council first discussed signing the agreement at its Dec. 10 meeting, but held off on action to review the proposed document in more detail. The signing of such an agreement would preclude certain information from being released publicly via the Freedom of Information Act. Notar said the council was up against a bit of a time crunch, as information sought in a FOIA request, filed by an unnamed individual, had a Jan. 6 deadline. 

According to a staff report, Microsoft requested a non-disclosure agreement at least in part to protect proprietary information related to its security systems included in its engineering and construction plans as well as utility usage information. 

Council members Neil Steinberg and Ron Campbell voted against the resolution authorizing the town manager to execute the agreement. Steinberg put forward a motion to include within the agreement the six items Microsoft listed that it considered proprietary. Only Campbell supported that motion. Economic Development Director Russell Seymour said the proposed agreement was broad for a reason.

“The more we limit the non-disclosure agreement the more we limit [information] staff has access to,” he said. “This non-disclosure agreement doesn’t set parameters. To limit us to a list is a limit more to the town than it is to Microsoft.”

Campbell opposed the length of the agreement, which Notar said is for five years.

In addition to the Microsoft campus, the 550-acre Compass Creek development includes the ION International Training Center and a new Walmart Supercenter. AtHome, a home decor store, has also purchased property in the development. The development is approved for the construction of 2.5 million square feet of office space, 550,000 square feet of retail development, 300,000 square feet of flex-industrial uses and a hotel. The Town Council is expected to review early in the New Year a rezoning and special exception applications that would bring four drive-through restaurants to the development.

Councilman Tom Dunn was absent for the meeting.

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