Agmt18 Gridsmart Technologies, Inc.

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EXHIBIT "A" SCOPE OF SERVICES AND ADDITIONAL TERMS 1. GRIDSMART Technologies, Inc. ("Consultant") will provide a complete GRIDSMART system (the System) including a single GS2 Processor licensed for the Performance Plus Module, a single fisheye Bell camera, and all necessary installation equipment at no cost ($0) to the City. 2. The System will be installed at the intersection of Marshall St. and Middlefield Rd. by a contractor to be selected by Consultant and, under the guidance of Consultant representative, at no cost to the City. Said contractor will hold a class A contractor's license. 3. A single camera System will be installed expressly for the collection of traffic imagery, including pedestrians (the "Imagery"), per Consultant guidance. Such Imagery shall be blurred so that faces, license plates, and other personally identifying features/information will not be visible to viewers. 4. At the City's discretion, the System will be connected to the cabinet or traffic controller so that collected data will include the signal states (phases). 5. The System will be configured per Consultant guidance for the Program Term (as defined below). Requests of the City will be incorporated into the configuration by Consultant so long as such requests do not interfere with the goals of Consultant for pedestrian and bicycle imagery collection during the Program Term. 6. The City, at their discretion, can elect to enable and/or test actuation and data collection with the System with the understanding that the initial camera placement may not necessarily be optimal for those purposes. 7. The City, at their discretion, can elect to place the System on their intranet for the purposes of remote viewing and data collection via the Consultant Client and/or API. 8. During the Program Term, the City will provide access to the System in the traffic cabinet to a Consultant representative with a minimum 48 hour notice for the purposes of collecting and/or replacing any USB hard drive that has been connected to the system for gathering imagery. 9. At all times, Consultant will own all Imagery collected by the System via the USB drives during the Program Term. Consultant will copy and share the Imagery with the City as requested for use by the City solely for noncommercial purposes. Consultant will not reproduce, publish, or otherwise make available to third parties or the public generally any of the Imagery without the prior written consent of the City's Community Development Director or designee. REV: 06-29-18 PR Page 10 of 11 ATTY/AGR.2018.147/Gridsmart Technologies Inc.