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Agmt18 SST, Inc. - Shot Spotter
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Agmt18 SST, Inc. - Shot Spotter
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Last modified
7/16/2018 5:11:07 PM
Creation date
7/16/2018 4:38:27 PM
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Agreement
Contractor Name
SST, Inc. - Shot Spotter
PROJECT NAME
Shot Spotter Flex subscription agreement1/1/1/18 to 12/31/2020
RMP File Number
304.5
Date
7/9/2018
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X�' ShotSpotter Flex SERVICES AGREEMENT 5 <br />unable to substantially restore such functionality, Customer shall have the right to terminate the <br />Agreement and receive a pro -rata refund of the annual Service fees paid under the Agreement for use of <br />the Service which was paid for by Customer but not yet fumished by SST as of the date of such <br />termination. Customer acknowledges that SST reserves the right to discontinue offering the Service at the <br />conclusion of Customer's then current term. Customer agrees that SST shall not be liable to Customer or <br />to any third party for any modification of the Service as described in this section. <br />E. OTHER RESTRICTIONS. <br />You acknowledge and agree that the source code and internal structure of the Software, Data and <br />Service, as well as documentation, operations manual and training material are our confidential property, <br />and trade secrets, the value of which would be destroyed by disclosure to the public. Customers <br />obligations to protect confidential information is addressed in paragraph 11. Use by anyone other than <br />you of the Service, documentation, and Data is prohibited, unless pursuant to a valid assignment under <br />this Agreement. <br />3. LIMITED EXCLUSIVE WARRANTY. <br />Provided that you comply with your obligations under the terms and conditions stated herein, we warrant <br />that the Software (as defined herein) will be free of defects in workmanship which materially impair the <br />functioning of the Service and Software in substantial conformity with the specifications documentation <br />accompanying the Service.The Software covered under this limited exclusive warranty consists <br />exclusively of ShotSpotter Alert Console software and user interface, installed and operated locally on <br />Customer's computers and devices supplied by SST for your use by on and in connection with a <br />ShotSpotter System, subject to the terms and conditions of the License between you and us. <br />A. REVIEWED ALERT SERVICE LEVELS. <br />As regards to sonic event review and alert services, subject to the Customers compliance with its <br />obligations hereunder, and to the disclaimers and limitations set forth in Exhibit A, and in Sections 5(C), 6, <br />7, 13 and 15 of this Agreement, we agree to provide the service levels set forth in Exhibit A, attached <br />hereto. <br />B. OTHER WARRANTY. <br />SST warrants that the Service, Data and Software shall be free of viruses, Trojan horses, worms, <br />spyware, or other malicious code or components. <br />The limited exclusive warranties expressly set forth in this Agreement are the only warranties <br />made to you and are provided in lieu of any other warranties (if any) created by any <br />documentation or packaging, or otherwise express or implied. These limited exclusive warranties <br />give you specific legal rights, and you may also have other rights which vary by jurisdiction. <br />REV: 06-19-18 MI <br />Page 5 of 20 <br />ATTY/AGR.2018.131/ShotS potter <br />
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