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Last modified
6/10/2019 1:55:42 PM
Creation date
6/10/2019 1:52:39 PM
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Contracts
Company Name
URBANFOOTPRINT
Contract #
N-2019-099
Agency
Planning & Building
Expiration Date
5/29/2020
Destruction Year
2024
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K URBAN <br />F(I,)TP1<',ni <br />2.3Support. During the Subscription Term, UrbanFootprint will provide Customer with UrbanFootprint's <br />standard level of support as indicated in the attached Service Level Agreement (SLA) at no additional <br />charge. Additional support is available at additional fees as specified in the Quotation. <br />2.4Customer Responsibilities. Customer will be: (a) responsible for Users' compliance with this <br />Agreement and shall use the Platform only in accordance with the UrbanFootprint Platform <br />documentation, (b) responsible for the accuracy, integrity, and legality of Customer Data and the means <br />by which it acquires and uses such Customer Data, and (c) solely responsible for determining the <br />suitability of the Platform for Customer's business and complying with any regulations and laws, <br />(including, without limitation, export, data protection and privacy laws) applicable to Customer Data and <br />Customer's use of the Platform, <br />2.511estrictions. Customer shall not, directly or indirectly: (a) provide the Platform on a timesharing, <br />service bureau or other similar basis; (b) attempt to gain unauthorized access to, or disrupt the integrity <br />or performance of, the Platform or the data contained therein, or (c) use the Platform, or permit it to be <br />used, for purposes of benchmarking, competitive intelligence, comparative analysis, orto develop a <br />competing product or service. <br />2.6113rofessional Services. If the Quotation indicates that UrbanFootprint will provide any customization, <br />installation, training, or similar services, UrbanFootprint shall provide such services as described in the <br />Quotation for the fees described therein. <br />2.7Client Software. UrbanFootprint may provide Customer with certain client software (such as local <br />web applications or mobile device apps) to facilitate use of the Platform. UrbanFootprint hereby grants <br />to customer a non-exclusive, non -transferable, non-sublicensable right, during the term of this <br />Agreement, to use such software solely in connection with the use of the Platform. <br />2.8Security and Business Continuity. UrbanFootprint shall provide the Platform in accordance with the <br />business continuity metrics in the attached Service Level Agreement. <br />2.90pen Source Software. UrbanFootprint may in its sole discretion make available certain portions of <br />the Platform available under software licenses such as open source licenses. Nothing in this <br />Agreement restricts Customer's rights under any such separate license. <br />3.Third-Party Software. The Platform may provide access to certain Third Party Software, as indicated <br />in the Quotation. In such case, Customer may be required to enter into additional terms and conditions <br />of the applicable third party. Any such terms will be referenced in the Quotation. <br />4.Customer Data, Usage Data <br />4.1 Processing of Customer Data. Customer is solely responsible for entering its Customer Data <br />(including Personal Data) into the Platform. Subject to the remainder of this Section 4, UrbanFootprint <br />will have the right to use the Customer Data for the sole purpose of providing the Platform to Customer <br />and to perform its obligations under this Agreement, including to prevent or address support, service or <br />technical problems. Customer shall not upload any Customer Data into the Platform without sufficient <br />rights to do so. Without limiting the foregoing, Customer, and not UrbanFootprint, will be responsible to <br />enter into any licenses from third parties who may have intellectual property rights in the Customer Data <br />that may be necessary to use the Customer Data in connection with the Platform, and Customer shall <br />
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