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Resolution 2022-15
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Resolution 2022-15
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Last modified
5/7/2024 3:12:52 PM
Creation date
5/2/2022 10:58:56 AM
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Template:
City Council Records
Also Known As (aka)
License Plate Detection Software and Hardware Services Agreement with Flock Group Inc
Meeting Date
4/18/2022
Doc Type
Resolution
Signed Date
4/18/2022
Ord/Res - Year
2022
Ord/Res - Number
15
Original Hardcopy Storage
9C5
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DocuSign Envelope ID: A839F537-5056-4090-8D53-519D9DFC2454 <br />Agency 's designated administrator, listed on the order form, and any Authorized End Users to access via the Web <br />Interface for thirty (30) days. Authorized End Users will be required to sign up for an account and select a password <br />and username ("User ID"). Flock will also provide Agency with the Documentation to be used in accessing and <br />using the Services. Agency shall be responsible for all acts and omissions of Authorized End Users, and any act or. <br />omission by an Authorized End User which, if undertaken by Agency, would constitute a breach of this Agreement, <br />shall be deemed a breach of this Agreement by Agency. Agency shall undertake reasonable efforts to make all <br />Authorized End Users aware of the provisions of this Agreement as applicable to such Authorized End User's use of <br />the Services, and shall cause Authorized End Users to comply with such provisions. Flock may use the services of <br />one or more third parties to deliver any part of the Services, including without limitation using a third party to host <br />the Web Interface which makes the Services available to Agency and Authorized End Users. Warranties provided by <br />said third party service providers are the agency's sole and exclusive remedy and flock's sole and exclusive liability <br />with regard to such third -party services, including without limitation hosting the web interface. Flock shall provide <br />Agency with such warranties, or information about how Agency may access such warranties, upon Agency's <br />request. Agcncy agrees to comply with any acceptable use policies and other terms of any third -party service <br />provider that are provided or otherwise made available to Agency from time to time. <br />2.2 Embedded Software License. Subject to all terms of this Agreement, Flock grants Agency a limited, non- <br />exclusive, non -transferable, non-sublicensable (except to the Authorized End Users), revocable right to use the <br />Embedded Software as installed on the Hardware or Agency Hardware, in each case, solely as necessary for Agency <br />to use the Services. <br />2.3 Documentation License. Subject to the terms of this Agreement, Flock hereby grants to Agency a non- <br />exclusive, non -transferable right and license to use the Documentation during the Service Term to Agency in <br />connection with its use of the Services as contemplated herein, and under Section 2.4 below. <br />2.4 Usage Restrictions. <br />a. Flock IP. The purpose for usage of the Unit, Documentation, Services, support, and Flock IP are solely <br />to facilitate gathering evidence that could be used in a lawful criminal investigation by the appropriate government <br />agency and not for tracking activities that the system is not designed to capture ("Permitted Purpose"). Agency will <br />not, and will not permit any Authorized End Users to, (i) copy or duplicate any of the Flock IP; (ii) decompile, <br />disassemble, reverse engineer or otherwise attempt to obtain or perceive the source code from which any software <br />component of any of the Flock IP is compiled or interpreted, or apply any other process or procedure to derive the <br />source code of any software included in the Flock IP, or attempt to do any of the foregoing, and Agency <br />acknowledges that nothing in this Agreement will be construed to grant Agency any right to obtain or use such <br />source code; (iii) modify, alter, tamper with or repair any of the Flock IP, or create any derivative product from any <br />of the foregoing, or attempt to do any of the foregoing, except with the prior written consent of Flock; (iv) interfere <br />or attempt to interfere in any manner with the functionality or proper working of any of the Flock IP; (v) remove, <br />4Fobscure, or alter any notice of any intellectual property or proprietary right appearing on or contained within any of <br />
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