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Terms of Use 1. Subscription Service. Subject to the terms and conditions of the Agreement, Streetline shall make the Service available to Customer on a hosted basis during the Term, solely for use by Customer and its Users. Streetline may update the functionality and user interface of the Service from time to time in its sole discretion as part of Its ongoing mission to improve the Service. As used herein, "Users" are Individual users that are officers, employees, contractors, or agents of Customer and to whom Streetline has provided subscriptions to the Service, as indicated in the Scope of Services, and who have been issued user identifications and passwords for the Service by Streetline. 2. Restrictions. Customer is responsible for all use of the Service by its Users and all activities conducted under its Users' accounts, and for ensuring that its Users comply with this Agreement. Customer shall not, and shall not permit its Users to: (a) make the Service available in any manner to any third party; (b) copy, modify, or reverse engineer all or any part of the Service; or (c) knowingly upload or transmit to or through the Service any Customer Data or any other material that contains viruses or other materials intended to damage or interfere with the Service. 3. Term. The term of this Agreement shall commence on the Effective Date and, unless earlier terminated pursuant to Section 7, shall continue until the end of the term of the project as set forth in the Scope of Services ('Term"). 4. Fees. Customer shall pay Streetline the repair and replacement costs set forth in the Scope of Services (the "Fees") pursuant to the payment terms set forth therein, if and when applicable, provided, the maximum amount Customer shall pay for fees pursuant to this agreement is $30,000. Customer shall pay to Streetline interest of one and one half percent (1.5%) per month or the highest rate allowable by law, whichever is lower, on all past due amounts. Customer will be responsible for all taxes related to the Fees or its use of the Service, excluding taxes based on Streetline's net income. S. Proprietary Rights 5.1 Customer Data. Customer owns and shall retain all right, title and interest (including all intellectual property rights) in and to any data and information submitted by Customer to the Service ("Customer Data"), 5.2 Streetline Rights. Except for the limited right to access and use the Service during the Term as expressly granted to Customer in this Agreement, Streetline owns and shall retain all right, title and interest (including all intellectual property rights) in and to the Service and any data and information collected through the Service ("Collected Data"). The previous sentence notwithstanding, Customer will own any data that it provides to Streetline pursuant to the Scope of Services or otherwise. Without limitation of the foregoing and except to the extent the Collected Data constitutes a public record subject to the state Public Records Act, the Collected Data is Streetline's Confidential Information. Any rights not expressly granted herein are reserved by Streetline. In addition, if Customer or any User makes any suggestions, enhancement requests, or recommendations, or provides any other feedback relating to the Service, then Streetline shall have the right to use and otherwise exploit such feedback freely in connection with the Service and Streetline's other products and services, In addition, for purpose of any public disclosure provision under any federal, state or local law, Streetline asserts that the Collected Data is a trade secret and proprietary commercial information and not subject to disclosure if not provided to Customer. Notwithstanding the foregoing, however, Customer may use stored, historical (i.e., non -live, non -real-time) Collected Data as provided by Streetline through the Service for internal analysis and policy decision support, which will constitute a public record. 6. Terms of Service REV: 07-07-17 JS ATTY/AGR.2017.158/Streetline Page 8 of 19