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<br />Intellectual Property. This Agreement shall impose no restrictions or changes to Agency's normal operation and use of such police reports,
<br />except that LN shall be Agency's designated preferred provider of such Services as are mutually agreed to and defined hereunder, related to the
<br />handling of Agency's police reports.
<br />6. LN Ownershio. LN retains ownership and all Intellectual Property rights in its eCrash program, including but not necessarily limited to:
<br />the systems, applications, data schemas, coding processes, data transfer routines, and aggregation routines used to obtain, key, store, reduce
<br />to template format, reproduce, make available via web access, and provide to requestors, Agency's police reports and data keyed therefrom
<br />("LexisNexis® eCrash", or "eCrash"). Further, LN retains ownership and all rights in the software and documentation related to the foregoing,
<br />as well as the architecture, processes, methods, the data contributed by LN and/or its suppliers for eCrash, and any residuals (technical
<br />information, ideas, concepts, and techniques or know-how in an intangible form retained by LN personnel who develop, install or implement
<br />eCrash) shall vest exclusively in LN.
<br />7. Confidential Information. Confidential information includes all information relating to the disclosing party's business, including,
<br />without limitation, technical, business, financial, customer and product information, product development plans, forecasts, strategies and
<br />related information, computer programs, source code, technical drawings, algorithms, know-how, processes, ideas, inventions (whether
<br />patentable or not), schematics and other information (whether written or oral), to the extent disclosed to the receiving party ("Confidential
<br />Information"). "Confidential Information" does not include Reports. Each Party and its Agents shall protect the security, integrity and
<br />confidentiality of Confidential Information and shall not permit unauthorized access to, or unauthorized use, disclosure, publication or
<br />dissemination of such Confidential Information. Each Party agrees to hold the Confidential Information of the other Party in strict confidence
<br />and to take all reasonable precautions to protect such Confidential Information, to the same degree it uses such precautions to protect its own
<br />Confidential Information. The obligations in this Section with regard to Confidential Information that is not a trade secret under applicable law
<br />or personal information shall continue in effect for the Term and for a period of three (3) years after the expiration or termination of the
<br />Agreement. The obligations in this Section with regard to Confidential Information that is a trade secret under applicable law shall continue
<br />in effect for so long as such information constitutes a trade secret under applicable law.
<br />8. Securitv Agency acknowledges that the information available through the LN Services may include personally identifiable
<br />information (including, but not limited to, social security numbers, driver's license numbers or dates of birth "PII"), and Agency will keep all
<br />such PH confidential and secure. Accordingly, Agency shall (a) restrict access to LN Services and reports obtained pursuant thereto to
<br />those employees who have a need to know as part of their official duties; (b) ensure that none of its employees shall obtain and/or use any
<br />information from the LN Services for personal reasons, or transfer any information received through the LN Services to any party except as
<br />permitted by law and pursuant to the Agreement (including this Exhibit); (c) keep all user identification numbers, and related passwords, or
<br />other security measures (collectively, "User IDs") confidential and prohibit the sharing of User IDs; (d) immediately deactivate the User ID
<br />of any employee who no longer has a need to know, or for terminated employees on or prior to the date of termination; (e) take all
<br />commercially reasonable measures to prevent unauthorized access to, or use of, the LN Services or data received therefrom, whether the
<br />same is in electronic form or hard copy, by any person or entity; (f) maintain and enforce data destruction procedures to protect the security
<br />and confidentiality of all information obtained through LN Services as it is being disposed; (g) be capable of receiving the LN Services
<br />where the same are provided utilizing "secure socket layer," or such other means of secure transmission as is deemed reasonable by LN;
<br />(h) not access and/or use the LN Services via mechanical, programmatic, robotic, scripted or other automated search means, other than
<br />through batch or machine-to-machine applications approved by LN; and (i) take all steps to protect their networks and computer
<br />environments, or those used to access the LN Services, from compromise.
<br />9. Security Event. Agency will implement policies and procedures to prevent unauthorized use of User IN and the LN Services and
<br />will immediately notify LN, in writing to: LexisNexis Privacy, Security and Compliance Organization at 1000 Alderman Drive, Alpharetta,
<br />Georgia 30005 and by email to security. investigations @lexisnexis com, and by phone at (1-888-872-5375), if Agency suspects, has reason
<br />to believe or confirms that a User ID or the LN Services (or data derived directly or indirectly therefrom) is or has been lost, stolen,
<br />compromised, misused or used, accessed or acquired in an unauthorized manner or by any unauthorized person, or for any purpose other
<br />than Agency's legitimate legal and permitted obligations, Agency shall be solely liable for all costs associated therewith and shall further
<br />reimburse LN for any expenses that LN incurs due to Agency's failure to prevent such impermissible use or access of User IN and/or the
<br />LN Services, or any actions required as a result thereof. Furthermore, in the event that the LN Services provided to the Agency include PII
<br />as herein defined, the following shall apply: Agency acknowledges that, upon unauthorized acquisition or access of or to such PII, including
<br />but not limited to that which is due to use by an unauthorized person or due to unauthorized use (a "Security Event"), Agency shall, in
<br />compliance with law and at its own expense, notify the individuals whose information was potentially accessed or acquired that a Security
<br />Event has occurred, and shall also notify any other parties (including but not limited to regulatory entities and credit reporting agencies) as
<br />may be required in LN's reasonable discretion. Agency agrees that such notification shall not reference LN or the product through which
<br />the data was provided, nor shall LN be otherwise identified or referenced in connection with the Security Event, without LN's express written
<br />consent. Agency shall be solely responsible for any other legal or regulatory obligations which may arise under applicable law in
<br />connection with such a Security Event and shall bear all costs associated with complying with legal and regulatory obligations in connection
<br />therewith. Agency shall remain solely liable for claims that may arise from a Security Event, including, but not limited to, costs for litigation
<br />(including attorneys fees), and reimbursement sought by individuals, including but not limited to, costs for credit monitoring or allegations of
<br />loss in connection with the Security Event, and to the extent that any claims are brought against LN, shall indemnify LN from such claims.
<br />Agency shall provide samples of all proposed materials to notify consumers and any third-parties, including regulatory entities, to LN for
<br />review and approval prior to distribution.
<br />10. LexisNexis Options Agency agrees that, if LN determines or reasonably suspects that Agency is violating any of Agency's Use
<br />Restrictions, any provision of the Agreement (including this Exhibit), or any laws or regulations, LN may take immediate action up to and
<br />including, without limitation, terminating the delivery of, and the license to use, the LN Services. LN may at any time mask or cease to
<br />provide Agency access to any LN Services or portions thereof which LN may deem, in LN's sole discretion, to be sensitive or restricted
<br />information. In the event of a Security Event, LN may, in its sole discretion, take immediate action, including suspension or termination of
<br />Agency's account, without further obligation or liability of any kind.
<br />11. Audit. Aoency understands and agrees that, in order to ensure Agency's compliance with this Exhibit and the Agreement, as well
<br />as with applicable laws, regulations and rules, LN's obligations under its contracts with its data providers, and LN's internal policies, LN may
<br />conduct periodic reviews of Agency's use of the LN Services and may, upon reasonable notice, audit Agency's records, processes and
<br />procedures related to Agency's use, storage and disposal of LN Services and information received therefrom. Agency agrees to cooperate
<br />fully with any and all audits and to respond to any such audit inquiry within ten (10) business days, unless an expedited response is
<br />Confidential
<br />eCrash Police Agency Information Agreement (Q4.I2.V3)
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