Fort Walton Beach Resolution — 2026-07 Accepting Funding through State Board of Immigration Enforcement — reading text

employee, applicant for employment, subcontractor, bidder for a subcontract, or participant in, recipient of, or applicant for any services or programs provided by Peregrine under this Agreement. Peregrine shall comply with all applicable federal, state, and local laws, policies, rules, and requirements related to equal opportunity and nondiscrimination in employment, contracting, and the provision of any services that are the subject of this Agreement, including but not limited to the satisfaction of any positive obligations required of Peregrine thereby. 2. 7. Suspension. Notwithstanding anything to the contrary in this Agreement, Peregrine may temporarily suspend Customer' s and any User' s access to any portion or all of the Service if: (a) Peregrine reasonably determines that (i) there is a threat or attack on the Service; ( ii) Customer' s or any User' s use of the Service disrupts or poses a security risk to the Service or to any other customer or vendor of Peregrine; ( iii) Customer, or any User, is using the Service for fraudulent or illegal activities; (iv) subject to applicable law, Customer has ceased to continue its business in the ordinary course, made an assignment for the benefit of creditors or similar disposition of its assets, or become the subject of any bankruptcy, reorganization, liquidation, dissolution, or similar proceeding; ( v) Peregrine' s 4 Proprietary and Confidential VPeregrine December 18, 2025 provision of the Service to Customer or any User is prohibited by applicable law; or (vi) any Customer Data submitted, posted, or otherwise transmitted by or on behalf of Customer or an User through the Service may infringe or otherwise violate any third party' s intellectual property or other rights; ( b) any vendor of Peregrine has suspended or terminated Peregrine' s access to or use of any Third Party Products required to enable Customer to access the Service; or (c) if Customer fails to pay any undisputed fees when due ( any such suspension described in subclauses a), ( b), or (c), a " Service Suspension"). Peregrine shall use commercially reasonable efforts to provide written notice of any Service Suspension to Customer and to provide updates regarding resumption of access to the Service following any Service Suspension. Peregrine shall use commercially reasonable efforts to resume providing access to the Service as soon as reasonably possible after the event giving rise to the Service Suspension is cured. Peregrine will have no liability for any damage, liabilities, losses ( including any loss of data or profits), or any other consequences that Customer or any User may incur as a result of a Service Suspension. 2. 8. Third Party Products. Peregrine may from time to time make Third Party Products available to Customer or Peregrine may allow for certain Third Party Products to be integrated with the Service. For purposes of this Agreement, such Third Party Products are subject to their own terms and conditions. Peregrine is not responsible for the operation of any Third Party Products and makes no representations or warranties of any kind with respect to Third Party Products or their respective providers. If Customer does not agree to abide by the applicable terms for any such Third Party Products, then Customer should not install or use such Third Party Products. By authorizing Peregrine to transmit Customer Data from Third Party Products into the Service, Customer represents and warrants to Peregrine that it has all right, power, and authority to provide such authorization. 2. 9. Open Source Components. Certain aspects of the Service, such as the Client -Side Software, may contain or be distributed with open source software code or libraries (" Open Source Components"). Peregrine will provide a list of Open Source Components for a particular version of any distributed portion of the Service, such as the Client - Side Software, on Customer' s request. To the extent required by the license applicable to such Open Source Components: (a) Peregrine will use reasonable efforts to deliver to Customer any notices or other materials (such as source code); and ( b) the terms of such licenses will apply to such Open Source Components in lieu of the terms of this Agreement. To the extent the terms of such licenses prohibit any of the restrictions in this Agreement with respect to any particular Open Source Component, such restrictions will not apply to such Open Source Component. To the extent the terms of such licenses require Peregrine to make an offer to provide source code or related information in connection with the Open Source Component, such offer is hereby made. For purposes of clarity, Open Source Components are Third Party Products. 3. Customer Responsibilities. 3. 1. Generally. Customer is responsible for all activities that occur under User accounts. Customer also shall: ( a) ensure it has all rights necessary for Peregrine to integrate the Customer Data with the Service; ( b) have sole responsibility for the accuracy, quality, integrity, legality, reliability, and appropriateness of all Customer Data; ( c) prevent unauthorized access to, or use of, the Service, and notify Peregrine immediately of any unauthorized access or use; ( d)_ ensure each User has its own unique account on the Service and that Users do not share their account credentials with one another or any third party; and (e) comply with all applicable laws in using the Service. Customer agrees to provide its Users with the applications necessary to run the Service as set forth in the Documentation. 3. 2. Use Restrictions. Customer shall not use the Service for any purposes beyond the scope of access granted under this Agreement. Without limiting the generality of the foregoing, Customer shall not, and shall ensure Users do not: ( a) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share or otherwise commercially exploit or make the Service available to any third party; ( b) send spam or otherwise duplicative or unsolicited messages via the Service; ( c) send or store infringing or unlawful material; ( d) send or store material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs; ( e) interfere with or disrupt the integrity or performance of the Service or the data contained therein; (f) attempt to gain unauthorized access to the Service or its related systems or networks; ( g) copy, modify, or create derivative works based upon the Service or any component thereof; (h) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the Service or any component thereof; ( i) use the Service in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property or other right of any third party or that violates any applicable law; (j) Proprietary and Confidential VPeregrine December 18, 2025 access or use the Service for purposes of competitive analysis of Peregrine or the Service, the development, provision, or use of a competing service or product, or any other purpose that is to Peregrine' s detriment or commercial disadvantage; or ( k) input, upload, transmit, or otherwise provide to or through the Service any information or materials, including Customer Data, that are unlawful or injurious in any way 3. 3. UIS Requirements. Customer certifies that it and its Users will comply with the following CAS requirements: a) Customer agrees to use training, policy and procedures to ensure Users use proper handling, processing, storing and communication protocols for Customer Data and any Third Party Data; ( b) Customer agrees to protect the Service and any Third Party Data by monitoring and auditing staff user activity to ensure that it is only within the purview of system application development, system maintenance and the support roles assigned; ( c) Customer will only provide access to the Service and any Third Party Data through Customer -managed role -based access and applied sharing rules configured by Customer; ( d) Customer agrees to create and retain activity transaction logs to enable auditing by Peregrine staff, GIS and any Third Party Data owners; ( e) Customer agrees to perform independent employment background screening for its staff at Customer' s own expense; and ( f) Customer agrees to reinforce staff policies for creating User accounts with only one Customer domain email address for each User, with exceptions only as granted in writing by Peregrine. 3. 4. Operation Restrictions. Under certain circumstances, it may be dangerous to operate a moving vehicle while attempting to operate a laptop, mobile device or other touch screen and any of their applications. Customer agrees that the Users will be instructed to only utilize the interface for the Service at times when it is safe to do so. Peregrine is not liable for any accident caused by a result of distraction such as from viewing the screen while operating a moving vehicle. 3. 5. Customer Logo. Peregrine may use Customer' s name and logo in Peregrine' s lists of customers provided that such use will comply with any standard trademark guidelines provided by Customer to Peregrine. 3. 6. Feedback. If Customer or any of its employees or contractors sends or transmits any communications or materials to Peregrine by mail, email, telephone, or otherwise, suggesting or recommending changes to the Service, including without limitation, new features or functionality relating thereto, or any comments, questions, suggestions, or the like (" Feedback"), Peregrine is free to use such Feedback irrespective of any other obligation or limitation between the parties governing such Feedback. 4. Fees & Payment. 4. 1. Fees. Customer shall pay the fees for the Service as specified in the Order Form and in any SOWS. All fees are non- refundable except to the extent otherwise expressly set forth in this Agreement. 4. 2. Payment Terms. Except as set forth on the Order Form, Customer shall pay all fees within thirty (30) days of Peregrine issuing an invoice. 4. 3. Taxes. Peregrine' s fees do not include any local, state, federal or foreign taxes, levies or duties of any nature Customer is responsible for paying all Taxes, excluding only taxes based on Peregrine' s income. If Taxes"). Peregrine has the legal obligation to pay or collect Taxes for which Customer is responsible under this section, the appropriate amount shall be invoiced to and paid by Customer unless Customer provides Peregrine with a valid tax exemption certificate authorized by the appropriate taxing authority. 5. Proprietary Rights. The " Peregrine Technology " means ( a) the Peregrine name, the Peregrine logo, and other trademarks and service marks; ( b) audio and visual information, documents, software and other works of authorship, including training materials; (c) other technology included in the Service, including Client -Side Software, graphical user interfaces, workflows, products, processes, algorithms, know- how and other trade secrets, techniques, designs, inventions and other tangible or intangible technical material or information provided by Peregrine under this Agreement; and ( d) the work product or other results of Professional Services. Peregrine owns and shall retain all rights in the Peregrine Technology. Other than as