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G GRAN ICUS <br />RFP NO.: 17-107 Automated Agenda Workflow <br />Program and Meeting Video Streaming/Archiving <br />Services. Each Order, SOW or Exhibit must, generally, be signed by the Parties; although, when a validly -issued <br />purchase order by Customer accompanies the Order, SOW or Exhibit, then the Order, SOW or Exhibit need not <br />be executed by the Parties. Each Order, SOW or Exhibit dated on or after the Effective Date shall he governed <br />by this Agreement regardless of any pre-printed legal terms on each Order, SOW or Exhibit, and by this <br />reference is incorporated herein. <br />2.2. Support. Basic support related to standard Granicus Products and Services is included within the fees paid <br />during the Order Term. Granicus may update its Support obligations under this Agreement, so long as the <br />functionality purchased by Customer is not materially diminished. <br />2.3. Future Functionality. Customer acknowledges that any purchase hereunder is not contingent on the delivery of <br />any future functionality or features. <br />2.4. Cooperative Purchasing. To the extent permitted by law and approved by Customer, the terms of this <br />Agreement and set forth in one or more Order, SOW or Exhibit may be extended for use by other <br />municipalities, school districts and governmental agencies upon execution of an addendum or other signed <br />writing setting forth all of the terms and conditions for such use. The applicable fees for additional <br />municipalities, school districts or governmental agencies will be provided by Granicus to Customer and the <br />applicable additional party upon written request. <br />Use of Granicus Products and Services and Proprietary Rights <br />3.1. Granicus Products and Services. The Granicus Products and Services are purchased by Customeras <br />subscriptions during an Order Term specified in each Order, SOW or Exhibit. Additional Granicus Products and <br />Services may be added during an Order Term as described in Section 2.1. <br />3.2. Permitted Use. Subjectto the terms and conditions of this Agreement, Granicus hereby grants during each <br />Order Term, and Customer herby accepts, solely for its internal use, a worldwide, revocable, non-exclusive, <br />non-transferrable right to use the Granicus Products and Services to the extent allowed in the relevant Order, <br />SOW or Exhibit (collectively the "Permitted Use"). The Permitted Use shall also include the right, subject to the <br />conditions and restrictions set forth herein, to use the Granicus Products and Services up to the levels limited in <br />the applicable Order, SOW or Exhibit. <br />3.2.1. Data Sources. Data uploaded into Granicus Products and Services must he brought in from Customer <br />sources (interactions with end users and opt -in contact lists). Customer cannot upload purchased <br />contact information into Granicus Products and Services without Granicus' written permission and <br />professional services support for list cleansing. <br />3.2.2. Content. Customer can only use Granicus Products and Services to share content that is created by and <br />owned by Customer and/or content for related organizations provided that it is in support of other <br />organizations but not as a primary communication vehicle for other organizations that do not have a <br />Granicus subscription. Any content deemed inappropriate for a public audience or in support of <br />programs or topics that are unrelated to Customer, can be removed or limited by Granicus. <br />3.2.3. Granicus Communications Suite Subscriber Information <br />3.2.3.1. Data Provided by Customer. Data provided by Customer and contact information gathered <br />through Customer's own web properties or activities will remain the property of Customer <br />("Direct Subscriber"), including any and all personally identifiable information (Ell). Granicus <br />will not release the data without the express written permission of Customer, unless required <br />by law. <br />3.2.3.2. Data Obtained through the Granicus Advanced Network <br />3.2.3.2.1. Granicus offers a SaaS product, known as the Communications Cloud, that offers Direct <br />Subscribers recommendations to subscriber to other Granicus customers digital <br />communication (the "Advanced Network"). When a Direct Subscriber signs up through one of <br />August 6, 2017 <br />granicus.com I info@granicus.com page 52 <br />