ORANGE COUNTY DATA ACQUISITION PARTNERSHIP (OCDAP)

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ATTACHMENT T3 ORANGE COUNTY DATA ACQUISITION PARTNERSHIP (OCDAP) AUTHORIZED USER CONFIDENTIALITY AND NON -DISCLOSURE AGREEMENT This ORANGE COUNTY DATA ACQUISITION PARTNERSHIP ("OCDAP") AUTHORIZED USER CONFIDENTIALITY AND NON -DISCLOSURE AGREEMENT("NDA") is entered as of _, 20_-by and between [Local Agency Naniej and the undersigned entity ("Authorized User"). I. NV5, a company with offices at 200 South Park Road, Suite 350 Hollywood, Florida 33021-8798 ("NVS"), and the County of Orange ("COUNTY") have entered Into that certain agreement dated November 1 , 2 2 ("Agreement") for the delivery of licensed digital mapping daut kind soRware ("Licensed Products") to the COUNTY. Wider the. Agreement, certain governmental entities, including COUNTY departments and non - COUNTY Authorized Participants, which participate in OCDAP ("OCDAP Member Agencies") shall be granted copies ofor otherwise provided access to the Licensed Products through a Participation Agreement ("Participation Agreement") with the COUNTY, 2. Pursuant to the Participation Agreement and for purposes of ibis NDA, the OCDAP Member Agency includes [Local Agency Name). 3. Pursuant to Section 5 of tine Participation Agreement, Licensed Products may only be accessed or otherwise used by other entities besides the COUNTY, such as OCDAP Member Agencies, OCDAP Member Agencies in turn nmy choose to shoe Licensed Products with other partners, contractors or consultants that use the Licensed Products either at their facilities or for any Project (as defined below). The undersigned ("Authorized User") desires to use the Licensed Products solely for noncommercial use and for purposes no greater than reasonably needed to achieve the objectives oran actual project (`Project"). S. The undersigned Authorized User understands and agrees that the Licensed Products contain trade secret and/or confidential information (`Confidential Information') of Pictometly. Therefore,, by signing this NDA, the Authorized User agrees that it will use, and require any of its authorized employees, agents or consultants to use, the Licensed Products solely for the project, which is a nonexclusive, nontransferable and non -assignable right, from the effective date of this NDA in perpetuity. The Authorized User understands and hereby acknowledges that it shall be solely responsible for assuring its autlmorized employees;: agents and consultants comply with the terms of this NDA and shall implement whatever methods it deems necessary to assure such compliance. IN WITNESS WHEREOF, the undersigned Authorized User, by his/her authorized signature, agrees to all terms and conditions of this NDA as of the date set forth below. AUTHORIZED USER: Signature: Address: Name: Organization: City/Zip: _ Date: _ _ Phone: Enuall: [Local Ageney Nanrel: Signature:..,.. Name: -� Date: Title: 0111.5.aU011759306. I OCDAP02_Particin:aiov\yrermenl_20220825.dnex Page 12