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Item 15 - Agreements for Automated License Plate Recognition Camera Installation and Maintenance
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Item 15 - Agreements for Automated License Plate Recognition Camera Installation and Maintenance
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5/1/2025 3:18:20 PM
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5/1/2025 10:56:20 AM
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City Clerk
Doc Type
Agenda Packet
Agency
Police
Item #
15
Date
5/6/2025
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Software or recurring Service, if multiple are ordered at once) will commence upon delivery of such <br />Subscription Software (and recurring Services, if applicable) and will continue for a twelve (12) month <br />period or such longer period identified in an Ordering Document (the "Initial Subscription Period"). <br />Following the Initial Subscription Period, Customer's subscription to the Subscription Software and <br />any recurring Services may only be renewed for additional twelve (12) month periods if agreed to by <br />the parties in writing (each, a "Renewal Subscription Year"). (The Initial Subscription Period and <br />each Renewal Subscription Year will each be referred to herein as a "Subscription Term".) Motorola <br />may increase Fees prior to any Renewal Subscription Year. In such case, Motorola will notify <br />Customer of such proposed increase no later than thirty (30) days prior to commencement of such <br />Renewal Subscription Year. Unless otherwise specified in the applicable Ordering Document, if <br />Customer orders any additional Subscription Software or recurring Services under this SSA during <br />an in -process Subscription Term, the subscription for each new Subscription Software or recurring <br />Service will (a) commence upon delivery of such Subscription Software or recurring Service, and <br />continue until the conclusion of Customer's then -current Subscription Term (a "Partial Subscription <br />Year"), and (b) Will not automatically renew for Renewal Subscription Years thereafter, unless either <br />Party notifies the other Party of its intent not to renew at least thirty (30) days before the conclusion <br />of the then -current Subscription Term. Thus, unless otherwise specified in the applicable Ordering <br />Document, the Subscription Terms for all Subscription Software and recurring Services hereunder <br />will be synchronized. <br />4.2. Term. The term of this SSA (the "SSA Term") will commence upon either (a) the Effective <br />Date of the MCA, if this SSA is attached to the MCA as of such Effective Date, or (b) the SSA Date <br />set forth on the signature page below, if this SSA is executed after the MCA Effective Date, and will <br />continue until the expiration or termination of all Subscription Terms under this SSA, unless this SSA <br />or the Agreement is earlier terminated in accordance with the terms of the Agreement. <br />4.3. Termination. Notwithstanding the termination provisions of the MCA, Motorola may terminate <br />this SSA (or any Addendum or Ordering Documents hereunder), or suspend delivery of Subscription <br />Software or Services, immediately upon notice to Customer if (a) Customer breaches Section 3 — <br />Subscription Software License and Restrictions of this SSA, or any other provision related to <br />Subscription Software license scope or restrictions set forth in an Addendum or Ordering Document, <br />or (b) it determines that Customer's use of the Subscription Software poses, or may pose, a security <br />or other risk or adverse impact to any Subscription Software, Motorola, Motorola's systems, or any <br />third party (including other Motorola customers). Customer acknowledges that Motorola made a <br />considerable investment of resources in the development, marketing, and distribution of the <br />Subscription Software and Documentation, and that Customer's breach of the Agreement will result <br />in irreparable harm to Motorola for which monetary damages would be inadequate. If Customer <br />breaches this Agreement, in addition to termination, Motorola will be entitled to all available remedies <br />at law or in equity (including immediate injunctive relief). <br />4.4. Wind Down of Subscription Software. In addition to the termination rights in the MCA, <br />Motorola may terminate any Ordering Document and Subscription Term, in whole or in part, in the <br />event Motorola plans to cease offering the applicable Subscription Software or Service to customers. <br />5. Payment. <br />5.1. Payment. Unless otherwise provided in an Ordering Document (and notwithstanding the <br />provisions of the MCA), Customer will prepay an annual subscription Fee set forth in an Ordering <br />Document for each Subscription Software and associated recurring Service, before the <br />commencement of each Subscription Term. For any Partial Subscription Year, the applicable annual <br />subscription Fee will be prorated based on the number of months in the Partial Subscription Year. <br />The annual subscription Fee for Subscription Software and associated recurring Services may <br />include certain one-time Fees, such as start-up fees, license fees, or other fees set forth in an <br />Subscription Software Addendum V.2023.02.17 3 <br />
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