SUNBURY — The city of Sunbury released its Amazon data center project non-disclosure agreement into the public record earlier this month, along with a batch of other records.
The agreement outlines what information the city can and cannot publicly disclose about the proposed data center project.
Across the country, data centers have become a highly contentious topic not only for environmental, financial and infrastructure-based concerns, but for issues related to public trust as well.
From Sunbury planning and zoning commission meetings to city council meetings, dozens of residents have voiced their concerns through public comment about these issues.
However, one message has recently become a recurring theme — what are NDAs and what do they mean?
Unpacking Sunbury’s NDA
The NDA does not prevent Sunbury officials from discussing the project publicly or releasing all related records.
The city put a total of three documents on its data center part of its website:
- Sunbury City Council’s unanimous passage of Resolution 2023.18 on July 5, 2023, that authorized City Administrator Daryl Hennessy to sign NDAs on the city’s behalf.
- An NDA exhibit, or example, of what council allowed Hennessy to sign.
- The signed NDA with Amazon from July 20, 2023.
However, per the agreement and the Ohio Revised Code, the city cannot hand over “sensitive company information,” certain economic development information or certain proprietary or trade-secret information tied to the project.
According to the Ohio Revised Code, examples of trade secrets can include:
- Proprietary blueprints: This can be electrical engineering layouts, internal server configurations, cybersecurity measures fiber-optic maps, etc.
- Exact utility models: The city can disclose general water/power capacity numbers, but cannot disclose the exact amount of water or power needed to run data center servers (the city did release several documents as part of a water reuse analysis).
- Certain tax strategies: Cost-benefit analyses and specific corporate tax strategies discussed in negotiations are a no-fly zone.
- Incomplete land deals: The agreement bars the city from sharing parcel numbers, purchase prices, letters of intent to buy, etc. prior to Amazon officially purchasing land.
The agreement also establishes a process for handling public records requests.
Should the city receive a public records request that pertains to the data center project, the city must notify Amazon within two days.
Amazon then has up to four days to either negotiate disclosure terms with the city or pursue legal action to block the release of records.
Additionally, the agreement says that if someone sues or challenges the city for withholding records related to the project, Amazon — not the city — is responsible for defending the decision to keep those materials private.
In other words, the city must notify Amazon if a records dispute happens, and Amazon then has to either negotiate what can be released or take legal action itself to try to block the disclosure of information it considers protected.
Transparency issues
It has become somewhat common practice for local governments to sign NDAs to keep “sensitive company information” pertaining to a data center project away from public view.
However, concerns about data center secrecy and local government NDAs have become significant enough that lawmakers in several states, including Ohio, are now considering restrictions on the practice.
In 2025, more than 200 bills addressing data center issues were introduced in more than 40 states, according reporting from public policy consulting firm MultiState in February 2026.
“Now, just six weeks into the new year, more than 300 data center related bills have already been filed in more than 30 states,” the reporting states.
The Ohio House is working on House Bill 646 to create a Data Center Study Commission.
In addition, House Bill 695 would prohibit certain local elected officials in Ohio — including county commissioners, township trustees and village officials — from entering into NDAs that prevent them from publicly discussing government matters related to their official duties.
Under the proposed legislation, officials who knowingly enter into those agreements could face civil fines, and any NDA signed in violation of the law would be considered void and unenforceable.
Microsoft stops using local government NDAs
Much like Amazon, Microsoft used NDAs to protect specific information when working on data center projects.
However, the company announced in March that it would stop using NDAs with local governments for future data center projects, framing the move as part of a broader transparency effort.
“Today, we’re sharing that Microsoft has made the decision to end the use of nondisclosure agreements (NDAs) with local governments as the next step in our work to deliver that transparency,” the company shared as part of its Microsoft in Your Community initiative.
“We’re committed to sharing information about our datacenter plans as openly as possible as we continue to build trust with the communities around the world in which we operate.”
Additionally, the company said it is working to terminate any NDAs currently in place.
