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Agmt22 ESRI
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Agmt22 ESRI
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Last modified
10/24/2022 10:57:01 AM
Creation date
10/24/2022 10:56:44 AM
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Template:
Agreement
Contractor Name
Environmental Systems Research Institute Inc. (ESRI)
PROJECT NAME
GIS Software License Agreement
RMP File Number
304
Date
10/14/2022
MO Ref
22-166
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E204 April 1, 2022 <br />REV: 09-20-2022 SK <br />copyright attribution notice acknowledging the proprietary rights of Esri and its licensors in any derivative <br />work: <br />"Portions of this document include intellectual property of Esri and its licensors and are used under license. <br />Copyright © [Customer will insert the actual copyright date(s) from the source materials.] Esri and its <br />licensors. All rights reserved." <br />The grants of rights in this section (i) continue for the duration of the subscription or applicable Term or perpetually if <br />no Term is applicable or identified in the Ordering Documents and (ii) are subject to additional rights and restrictions <br />in this Agreement including Attachment B. <br />1.2 Consultant or Contractor Access. Customer may authorize its consultants or contractors to (i) host Esri <br />Offerings for Customer's benefit and (ii) use Esri Offerings exclusively for Customer's benefit. Customer will be solely <br />responsible for its consultants' and contractors' compliance with this Agreement and will ensure that each consultant <br />or contractor discontinues use of Esri Offerings upon completion of work for Customer. Access to or use of Esri <br />Offerings by consultants or contractors that is not exclusively for Customer's benefit is prohibited. <br />1.3 Reservation of Rights. All Esri Offerings are the copyrighted works of Esri or its licensors; all rights not <br />specifically granted in this Agreement are reserved. <br />1.4 Customer Content. Esri does not acquire any rights in Customer Content under this Agreement other than as <br />needed to provide Esri Offerings and Services to Customer. <br />2.0 SOFTWARE AND ONLINE SERVICES <br />2.1 Definitions. The following definitions supplement the definitions provided in Attachment A: <br />a."Anonymous Users" means all who have public access (i.e., without having to provide a Named User <br />Credential) to any part of Customer Content or Customer's Value-Added Applications. <br />b."App Login Credential(s)" means a system-generated application login and associated password, provided <br />when registering a Value-Added Application with Online Services, which when embedded in a Value-Added <br />Application allows the Value-Added Application to access and use Online Services. <br />c."Commercial App Deployment License" means a license to distribute Value-Added Applications to third <br />parties for a fee. <br />d."Concurrent Use License" means a license to install and use Software on computer(s) on a network, <br />provided that the number of simultaneous users may not exceed the number of licenses acquired. A <br />Concurrent Use License includes the right to run passive failover instances of Concurrent Use License <br />management software in a separate operating system environment for temporary failover support. <br />e."Deployment License" means a license to incorporate ArcGIS Runtime components in Value-Added <br />Applications and distribute Value-Added Applications to Customer's end users. <br />f."Deployment Server License" means a license to use Software under a Server License for all uses <br />permitted in this Agreement and as described in the Documentation. <br />g."Development Server License" means a license to use Software under a Server License only to build and <br />test Value-Added Applications as described in the Documentation. <br />h."Development Use" means the right to install and use Products to build and test Value-Added Applications <br />as described in the Documentation. <br />i."Dual Use License" means the right to install Software on a desktop computer and use it simultaneously with <br />either a personal digital assistant (PDA) or handheld mobile device as long as the Software is only used by a <br />single individual at any time. <br />j."Failover License" means a license to install Software on redundant systems for failover operations, but the <br />redundantly installed Software may be operational only during the period the primary site is nonoperational. <br />Except for system maintenance and updating of databases, the redundant Software installation(s) will remain <br />dormant while the primary site (or any other redundant site) is operational. <br />k."Named User(s)" is Customer's employee, agent, consultant, or contractor to whom Customer has assigned <br />a unique, secure login credential (identity) enabling access to a Product that requires such identity in order to <br />access identity-managed capabilities within a Product for Customer's exclusive benefit. For educational use, <br />Named Users may include registered students. <br />l."Named User Credential(s)" means an individual person's login and associated password enabling that <br />ATTY/AGR.2022.349/ESRI (Page 2 of 25)
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