Flock Group Inc. CSA 20230701 - Laserfiche WebLink

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Consulting Services Agreement between City of San Leandro and July 1, 2023 Flock Group Inc. Exhibit A – Page 2 of 9 1.11 “Non-Agency End User(s)” shall mean any individual, entity, or derivative therefrom, authorized to use the Services through the Web Interface, under the rights granted to pursuant to the terms (or to those materially similar) of this Agreement. 1.12 “Services” or “Flock Services” means the provision, via the Web Interface, of Flock’s software application for automatic license plate detection, searching image records, and sharing Footage. 1.13 “Support Services” shall mean Monitoring Services, as defined in Section 2.9 below. 1.14 “Unit(s)” shall mean the Agency Hardware together with the Embedded Software. 1.15 “Usage Fee” means the subscription fees to be paid by the City for ongoing access to Services. 1.16 “Web Interface” means the website(s) or application(s) through which City and its Authorized End Users can access the Services in accordance with the terms of this Agreement. 2. SERVICES AND SUPPORT 2.1 Provision of Access. Subject to the terms of this Agreement, Flock hereby grants to City a non-exclusive, non-transferable right to access the features and functions of the Services via the Web Interface during the Service Term (as defined in Section 6.1 below), solely for the Authorized End Users. The Footage will be available for City’s designated administrator, listed on the order form, and any Authorized End Users to access via the Web Interface for thirty (30) days. Authorized End Users will be required to sign up for an account and select a password and username (“User ID”). Flock will also provide City with the Documentation to be used in accessing and using the Services. City shall be responsible for all acts and omissions of Authorized End Users, and any act or omission by an Authorized End User which, if undertaken by City, would constitute a breach of this Agreement, shall be deemed a breach of this Agreement by City. City shall undertake reasonable efforts to make all Authorized End Users aware of the provisions of this Agreement as applicable to such Authorized End User’s use of the Services and shall cause Authorized End Users to comply with such provisions. Flock may use the services of one or more third parties to deliver any part of the Services, including without limitation using a third party to host the Web Interface which makes the Services available to City and Authorized End Users. Warranties provided by said third party service providers are the City’s sole and exclusive remedy and Flock’s sole and exclusive liability with regard to such third-party services, including without limitation hosting the web interface. City agrees to comply with any acceptable use policies and other terms of any third- party service provider that are provided or otherwise made available to City from time to time. 2.2 Embedded Software License. Subject to all terms of this Agreement, Flock grants City a limited, non-exclusive, non-transferable, non-sublicensable (except to the Authorized End Users), revocable right to use the Embedded Software as installed on the Hardware or Agency Hardware; in each case, solely as necessary for City to use the Services. DocuSign Envelope ID: A27DE86C-2E5A-47BE-AFF7-89F3B6BF13F4