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<br />Consulting Services Agreement between City of San Leandro and Last revised 05/24/2022
<br />Flock Group Inc. for Community Safety Cameras with ALPRs Exhibit A – Page 9 of 11
<br />officials, and/or third parties, if legally required to do so or if Flock has a good faith belief
<br />that such access, use, preservation or disclosure is reasonably necessary to: (a) comply
<br />with a legal process or request; (b) enforce this Agreement, including investigation of any
<br />potential violation thereof; (c) detect, prevent or otherwise address security, fraud or
<br />technical issues; or (d) protect the rights, property or safety of Flock, its users, a third
<br />party, or the public as required or permitted by law, including respond to an emergency
<br />situation. City hereby expressly grants Flock a non-exclusive, worldwide, perpetual,
<br />royalty-free right and license (during and after the term hereof) to disclose the Agency
<br />Data (inclusive of any Footage) to enable law enforcement monitoring against law
<br />enforcement hotlists as well as provide Footage search access to law enforcement for
<br />investigative purposes only. Flock may store deleted Footage in order to comply with
<br />certain legal obligations, but such retained Footage will not be retrievable without a valid
<br />court order.
<br />4.2 Agency Data. As between Flock and City, all right, title and interest in the Agency Data,
<br />belong to and are retained solely by City. City hereby grants to Flock a limited, non-
<br />exclusive, royalty-free, worldwide license to use the Agency Data and perform all acts with
<br />respect to the Agency Data as may be necessary for Flock to provide the Flock Services to
<br />City , including without limitation the Support Services set forth in Section 2.9 above, and a
<br />non-exclusive, perpetual, irrevocable, worldwide, royalty-free, fully paid license to use,
<br />reproduce, modify and distribute the Agency Data as a part of the Aggregated Data (as
<br />defined in Section 4.4 below). As between City and Non-Agency End Users that have
<br />prescribed access of Footage to Agency, each of City and Non-Agency End Users will
<br />share all right, title and interest in the Non-Agency End User Data. This Agreement does
<br />not by itself make any Non-Agency End User Data the sole property or the Proprietary
<br />Information of City. Flock will automatically delete Footage older than thirty (30) days. City
<br />has a thirty (30) day window to view, save and/or transmit Footage to the relevant
<br />government agency prior to its deletion.
<br />4.3 Feedback. If Agency provides any suggestions, ideas, enhancement requests, feedback,
<br />recommendations or other information relating to the subject matter hereunder, Agency
<br />hereby assigns (and will cause its agents and representatives to assign) to Flock all right,
<br />title and interest (including intellectual property rights) with respect to or resulting from any
<br />of the foregoing.
<br />4.4 Aggregated Data. Notwithstanding anything in this Agreement to the contrary, Flock shall
<br />have the right to collect and analyze data that does not refer to or identify City or any
<br />individuals or de-identifies such data and other information relating to the provision, use
<br />and performance of various aspects of the Services and related systems and technologies
<br />(including, without limitation, information concerning Agency Data and data derived
<br />therefrom). For the sake of clarity, Aggregated Data is compiled anonymous data which
<br />has been stripped of any personal identifying information. City acknowledges that Flock
<br />will be compiling anonymized and/or aggregated data based on Agency Data input into the
<br />Services (the “Aggregated Data”). City hereby grants Flock a non-exclusive, worldwide,
<br />perpetual, royalty-free right and license (during and after the Service Term hereof) to (i)
<br />use and distribute such Aggregated Data to improve and enhance the Serv ices and for
<br />DocuSign Envelope ID: A2405AE9-3231-4579-AE9F-5EEB698E5268
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