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MASTER DATA ACCESS AGREEMENT This MASTER DATA ACCESS AGREEMENT (this "Agreement") is made as of the Effective Date in the corresponding Subscription Order, (the "Effective Date") by and between STREETLIGHT DATA INC., a Delaware corporation, with its principal offices located at 677 Harrison Street, San Francisco, California 94107, ("StreetLight") and THE CITY OF REDWOOD CITY, a Charter City and municipal corporation organized under the laws of State of California with offices at 1017 Middlefield Road, Redwood City, California, 94063, ("Customer'). In connection with this Agreement, Customer has entered into a corresponding Subscription Order for access to the Data Products, the terms of which are incorporated by reference herein. Background: WHEREAS, StreetLight owns or has the rights to the Data Products (as defined below) and offers subscription based access to the Data Products; WHEREAS, Customer desires to obtain a subscription to access and use the Data Products in accordance with the terms and conditions of this Agreement. NOW, THEREFORE, in consideration of the promises and covenants made herein and other good and valuable consideration, receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: Agreement: 1. DEFINITIONS. 1.1 "Data Products" means StreetLight's proprietary compilations of geospatial materials created from StreetLight's data analytics technology platform and software (StreetLight Route Science® and StreetLight Insight°) including but not limited to polygons, attributes, latitudes/longitudes, and metrics (which are inherently subjective and may contain errors). 1.2 "Subscribed Output" means the materials generated for Customer as output as specified in a Subscription Order. 1.3 "Subscription" means Customer's access to StreetLight's Data Products and the purchase and use of StreetLight's Subscribed Output under the terms of this Agreement and any applicable Order. 1.4 "Subscription Order" or "Order" means the corresponding ordering document entered into between the parties which specifies the Subscribed Products to be accessed, the scope of access, permitted use, and any special restrictions. 1.5 "User(s)" means a specific individual or individuals (e.g., an employee or named consultant contractor of Customer) designated by Customer and permitted to access the Data Products and receive and use the Subscribed Output on behalf of Customer under a specific Subscription Order. 2. STRUCTURE; ACCESS. 2.1 Scope of Agreement. This Agreement consists of the general terms and conditions set forth in this document and in the Order. The performance of the Order is subject to the general terms and conditions of this Agreement. In the event of any conflict between the general terms and conditions set forth in this Agreement and those in the Order, the terms and conditions in the Order shall control. 2.2 Access. StreetLight grants to Customer, for the subscription term specified in the applicable Order, a non-exclusive license to access the Data Products and purchase the Subscribed Output solely for governmental transportation planning and operational analyses. 2.3 Identification of Users. Customer shall identify the Users to StreetLight and shall supply only Users identified to StreetLight with access to the Data Products and Subscribed Output. Customer shall supply Users access to the Data Products and Subscribed Output only in accordance with the provisions of this Agreement. 2.4 Limitations on Access. Customer shall not: (a) sell, lease or sublease access to the Data Products; (b) copy, decompile, or reverse engineer any portion of the Data Products; (c) use the Data Products to provide third party processing services to other parties, commercial timesharing, rental or sharing arrangements, or on a "service bureau" basis; (d) remove any StreetLight titles, trademark symbols, copyright symbols and restrictive legends; (e) bypass or disable any protections that may be put in place to provide security for the Data Products or to protect against unlicensed use of the Data Products; (f) use the REV: 11-07-19 PR ATTY/AGR./StreetLight Data, Inc. (Page 3 of 8)