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25D - AGMT - PD SOFTWARE
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25D - AGMT - PD SOFTWARE
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Last modified
10/30/2019 12:53:32 PM
Creation date
10/30/2019 11:40:08 AM
Metadata
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City Clerk
Doc Type
Agenda Packet
Agency
Police
Item #
25D
Date
11/5/2019
Destruction Year
2024
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with such adaptations in any projects other than the management of the Alarm Ordinance shall <br />be subject to additional compensation to CONTRACTOR in an amount and subject to terms to be <br />determined by the parties in writing prior to any such additional use. <br />7. Protecting Confidential and Proprietary Information. <br />The proprietary information of both parties, CONTRACTOR and SANTA ANA, is and shall <br />remain the valuable intellectual property of each respective party. Except as required by law, <br />neither party shall disclose any such information to any third party for any reason without the <br />express written consent of the other party and shall only use proprietary information for internal <br />purposes to facilitate and assist CONTRACTOR and CITY staff in the administration of the Alarm <br />Ordinance. In addition, the parties shall provide reasonable safeguards to protect their respective <br />software, hardware systems and data from unauthorized intrusion by third parties. <br />Notwithstanding, the parties recognize that the CITY is a government body subject to compliance <br />with California Public Records laws. <br />Names, addresses, type of alarm, identification information of any alarm monitoring <br />company, or identification information of any person cited under the Alarm Ordinance shall not be <br />released, exhibited or sold to any third party by CONTRACTOR, except as required by law. <br />All data received hereunder shall be made a part of SANTA ANA's permanent records <br />and files and preserved therein for a period in accordance with the requirements of California law. <br />SANTA ANA will inform CONTRACTOR of the required retention time in writing at the beginning <br />of the Contract term and, in the event these requirements change, as soon as those changes are <br />approved by the appropriate California State or CITY agency. <br />All alarm related data maintained by the CONTRACTOR shall remain the property of the <br />CITY. If the contract is terminated for any reason, the CONTRACTOR shall provide such data to <br />SANTA ANA on a timely basis in a mutually acceptable, electronic file format. <br />8. Reproduction and Copyright. <br />A. The Software is protected under the Copyright and Patent laws of the United <br />States, and as extended by treaty, with Canada. SANTA ANA may not copy, or allow anyone else <br />to copy or otherwise reproduce, any part of the Software without the prior written consent of <br />CONTRACTOR, except to store and/or install a copy of the Software on a storage device, such <br />as a network server, used only to run the Software on other computers over an internal network <br />and except for two copies for back-up or archive purposes. <br />B. SANTA ANA may copy any CONTRACTOR provided Software as necessary to its <br />hard disks or other such storage medium to efficiently operate the Software on SANTA ANA <br />single -user system, multiple -user system, or network. The Software shall be copied as a whole, <br />and the use of the copies shall be governed by this Contract. All other copying is prohibited. <br />9. Limitations on the Use of the Software. <br />SANTA ANA may not reverse engineer, decompile, or disassemble the Software. The <br />Software is licensed as a single product. Its component parts may not be separated. <br />25D-6 <br />
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