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<br />ShotSpotter,Services Agreement—
<br />Fx
<br />Standard Terms, Conditions and Support (Domestic)
<br />E. Customer Must Have Internet Access. In order to
<br />use the Service, Customer must have or must obtain access
<br />to the World Wide Web to enable a secure https connection
<br />from the customers work station to SST's hosted services. ,
<br />either directly or through devices that access Web -based
<br />content. Customer must also provide all equipment
<br />necessary to make such (and maintain such) connection.
<br />F. Passwords and Access. Customer may designate up
<br />to the number of users under Customer's account which
<br />corresponds to the access required by assigning unique
<br />passwords and user names. Customer will be responsible for
<br />the confidentiality and use of Customer's password and user
<br />names, and agrees that sharing passwords and/or user
<br />names with unauthorized users is prohibited.
<br />G. You shall comply with all applicable laws, rules and
<br />regulations relating to the goods and services provided
<br />hereunder.
<br />o. INTELLECTUAL PROPERTY RIGHTS: LIMITED
<br />LICENSE. We or our licensors retain all ownership of all
<br />intellectual property rights in and to all data, software,
<br />computer programs, related documentation, technology,
<br />knowhow and processes embodied in or made available to
<br />you in connection with the Service, and Software, including,
<br />without limitation, all patent rights, copyrights, trade secret
<br />rights, trademarks and service marks. Your rights to install
<br />and use the Data and Software are limited, and shall be
<br />strictly in accordance with the License set
<br />forth in Section 2 hereof. Any and all rights not granted
<br />expressly in such License are hereby reserved.
<br />10. EXPORT CONTROL. You acknowledge that the
<br />ShotSpotter Flex System is the subject of a Commodity
<br />Jurisdiction determination by the United States Department
<br />of State, and has been determined to be a controlled
<br />commodity, software and/or technology subject to the
<br />United States Export Administration Regulations of the U.S.
<br />Department of Commerce. Accordingly, no part of the Data,
<br />Software, ShotSpotter Flex System or any GLS System
<br />component thereof may be transferred, consigned, shipped,
<br />delivered, received, exported or re-exported, nor may any
<br />technical data directly relating to any of the same or the
<br />underlying information or technology be disclosed,
<br />downloaded, uploaded, transmitted, received, furnished, or
<br />otherwise provided, to, by or through any person,
<br />government, country, or to any end -user, or for any end -
<br />uses, except in compliance with applicable U.S. export
<br />control laws administered by the U.S. Government, and any
<br />other applicable U.S. laws, including the sanctions laws
<br />administered by the U.S. Department of Treasury, Office of
<br />Foreign Assets Control (OFAC), the U.S. Anti -Boycott
<br />regulations, and any applicable laws of your country. In this
<br />respect, no resale, transfer, or re-export of any ShotSpotter
<br />Flex System exported to you pursuant to a license from the
<br />U.S. Department of Commerce maybe
<br />resold, transferred, or reported without prior authorization by
<br />the U.S. Government. Customer agrees not to export, re-
<br />export or engage in any "deemed export," or to transfer or
<br />deliver, or to disclose or furnish, to any foreign (non- U.S.)
<br />government, foreign (non-U.S.) person or end -user, or to any
<br />U.S. person or entity, any of the ShotSpotter Flex System, GLS
<br />System components, Data, Software, Services, or any technical
<br />data or output data or direct data product thereof, or any
<br />service related thereto, in violation of any such restrictions,
<br />laws or regulations, or without all necessary registrations,
<br />licenses and or approvals. Unless otherwise agreed and so
<br />specified in the Purchase Documents, you shall obtain and
<br />bear all expenses relating to any necessary determinations;
<br />registrations, licenses and/or exemptions with respect to its
<br />exportation, re- exportation or "deemed export" of the
<br />ShotSpotter Flex System, Data, Software or any GLS System
<br />Components or Services, as well as with respect to the
<br />disclosure or furnishing of any technical data or other
<br />information and services relating to any of the same.
<br />In addition to compliance with the foregoing, and without
<br />limiting the generality thereof, Customer shall not disclose,
<br />discuss, download, ship, transfer, deliver, furnish, or
<br />otherwise export or re-export any such item(s) to or
<br />through: (a) any person or entity on the U.S Department of
<br />Commerce Bureau of Industry and Security's List of Denied
<br />Persons or Bureau of Export Administration's anti -
<br />proliferation Entity List; (b) any person on the U.S.
<br />Department of State's List of Debarred Parties; (c) any
<br />person or entity on the U.S. Treasury Department Office of
<br />Foreign Asset Control's List of Specially Designated
<br />Nationals and Blocked Persons; or (d) any other end -user
<br />or for any end -use prohibited by law or regulation, as any
<br />and all of the same may be amended from time to time, or
<br />any successor thereto.
<br />11. PROTECTION OF CONFIDENTIAL
<br />INFORMATION. Unless either party (the "Receiving
<br />Party") obtains prior written consent from the other (the
<br />"Disclosing Party"), the Receiving Party agrees that it will
<br />not reproduce, use for purposes other than those expressly
<br />permitted herein, disclose, sell, license, afford access to,
<br />distribute, or disseminate any information: i) obtained
<br />from the Disclosing Party in connection with the System
<br />purchase, installation or operation, and designated by it
<br />from time to time as confidential; ii) the documentation,
<br />use and operations manuals; and output data created or
<br />compiled by the ShotSpotter Flex System; iii) your use of
<br />the ShotSpotter Flex System or technology, your
<br />deployment methodology, results, or related facts; iv) the
<br />contractual terms and payment terms applicable to the
<br />purchase of the ShotSpotter Flex System or technology,
<br />except as required by local law (collectively, "Confidential
<br />Information") Unless a section of the Purchase
<br />Document(s) specifically identifies the identity of Customer
<br />as Confidential Information, the fact that Customer is a
<br />customer of SST shall not itself be
<br />Copyright© 2015 SST, Inc-. All rights reserved. ShotSpotter Flex10, ShotSpotter®, ShotSpotter Gunshot Location System and the ShotSpotter logo are trademarks of SST, Inc-.
<br />SST and ShotSpotter technology is protected by one or more issued U.S. and foreign patents, with other domestic and foreign patents pending.
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