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Docusign Envelope ID: 4D6CF659-66B6-419F-BAAB-FF61EADFF578
<br />CUSTOMER SAAS SUBSCRIPTION AGREEMENT
<br />SO Radar
<br />5. FEES, TAXES AND PAYMENT
<br />a. City agrees to pay, and SOCRadar agrees to accept as total payment for its services for City, the rates and
<br />charges identified in Compensation - Exhibit A, attached hereto and incorporated by reference. The cost for
<br />services is $42,500. The total amount to be expended during the term of this Agreement shall not exceed
<br />$49,000, which includes a $6,500 contingency fee to cover additional expenses such as applicable taxes, levies,
<br />duties, or similar governmental charges, such as value-added tax (VAT), sales tax, goods and service tax, or use
<br />tax. All payments shall be made within thirty (30) days of invoice date.
<br />6. DATA SECURITY
<br />SOCRadar will use reasonable efforts to establish and maintain safeguards to protect the security and integrity of
<br />the Service and protect against the accidental or unauthorized access, use, alteration or disclosure of the content.
<br />Except with your consent or as otherwise permitted under this TOS, SOCRadar will not use the content other than
<br />to provide the Service.
<br />7. DATA PRIVACY.
<br />You and SOCRadar shall comply with applicable data protection laws and regulations. You agree not to submit any
<br />personal datato the Service except as required for your registration and use of the Service.
<br />8. WARRANTY DISCLAIMER.
<br />THE SERVICE AND THE SOCRadar CTI DATA ARE PROVIDED "AS IS," AND SOCRadar MAKES NO (AND HEREBY
<br />DISCLAIMS ALL) WARRANTIES, REPRESENTATIONS, OR CONDITIONS, WHETHER WRITTEN, ORAL, EXPRESS, IMPLIED
<br />OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY,
<br />SATISFACTORY QUALITY, TITLE, NONINFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO
<br />THE USE, MISUSE, OR INABILITY TO USE THE SERVICE (IN WHOLE OR IN PART), THE SOCRadar CTI DATA, OR ANY
<br />OTHER PRODUCTS OR SERVICES PROVIDED TO YOU BY SOCRadar. SOCRadar DOES NOT WARRANT THAT SEARCHES
<br />PERFORMED BY THE SERVICE WILL REVEAL ANY OR ALL SECURITY THREATS OR PREDICT ANY OR ALL ATTACKS, THAT
<br />THE SOCRadar CTI DATA WILL BE ACCURATE OR COMPLETE, OR THAT OPERATION OF THE SERVICE SHALL BE
<br />UNINTERRUPTED OR ERROR -FREE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, SOCRadar DISCLAIMS
<br />ANY LIABILITY FOR, AND SHALL NOT BE RESPONSIBLE IN ANY WAY REGARDING, ANY THIRD -PARTY CONTENT,
<br />INFORMATION, MATERIALS, LINKS, FILES, OR SEARCH RESULTS THAT MAY BE ACCESSIBLE THROUGH THE SERVICE
<br />OR THE SOCRadar CTI DATA.
<br />9 _INDEMNITY.
<br />9.1 General Indemnity. SOCRadar will defend, indemnify, and hold City of Santa Ana, its City Council, officers,
<br />officials, employees, agents and representatives harmless from and against direct damages, finally awarded by a
<br />court of competent jurisdiction arising from any third -party claim, demand, action, or proceeding ("Claim") for
<br />personal injury or death to the extent directly caused by SOCRadar's gross negligence or willful misconduct while
<br />performing its duties under this Terms of Service Agreement, except to the extent the claim arises from City of
<br />Santa Ana's acts or omissions.
<br />SOCRadar Cyber Intelligence Inc.
<br />www.SOCRadar.io
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