Okaloosa County BOCC — December 4, 2012 — Pictometry Agreement — reading text

can be done and-those orthogonal images used inside of Pictometry. Our oblique images arc unique to Pictomctry and are intended to provide data not available clsewhere and lateral views with more visual information, such ‘as'building stock analysis, In Pictometry the orthogonal and oblique images.are linked for your convenicnce and additional study. With a few clicks.you.can find the revealing Jateral views, height mcasurements,-and other information afforded by the oblique images while using the-coordinate accuracy. afforded by the-orthogonal images. Documentation: Pictometry International Corp, shall furnish: | digital copy-of the Licensed Documentation for the Licensed Software. Training: End User orientation session(s), is limited to 25: attendees pcr training session, for employee(s) of the Licensee, or Authorized Subdivision(s) thereof. Advanced User technical. training is limited to 10. attendees using Licensee computers. Administration / IT training is designed to provide the administrators-of the Pictometry image library with the knowledge they will need to. manage and distribute. access to. the Pictometry solution, Administration / 1T Training is provided temotely via online tools. Renewal Licensccs will reccive-online training sessions, customized to address Licensee’s needs, Pictometry Trainers shall contact Licensce to. determine training needs, PICTOMETRY INTERNATIONAL CORP. GENERAL LICENSE AGREEMENT THIS. LICENSE AGREEMENT is made as of the.date set forth above (the "Effective Date") by arid between Pictometry International, Corp., a Delaware corporation with offices at 100 Town. Centre. Drive, Suite A, Rochester, NY 14623 ("Pictometry"), and the Licensee. Intending to be Icgally bound, Pictometry and the Licensee (each a "party") hereby agree: 1. ARTICLE — DEFINITIONS for purposes of this Agreement: 1.1 “Pictometric Licensed Images" ("Licensed Images').means orthogonal and oblique digital images of portions of the earth’s surface, captured from airborne platforms using Pictometry’s patented and proprietary hardware and softwaré.capture system. 1.2 "Community Images" ('CI") means a set. of views, cach:covering an entire Image Sector. One view from directly overhead.and_other views from different oblique angles. 13 "Neighborhood Images" ("NI") means a set of overlapping, orthogonal and oblique views blanketing the entire sector, providing for a higher degrcc.of detail than Community Images. 1.4 "Image:Sector” means a portion of an image collection project and defined as approximately one square mile in area. 1.5 "Geographic MetaData’’ ("Metadata") means data supplied by Pictometry that is captured. from airbome platforms using Pictometry’s patented: and. proprietary hardware-and software capture system. 1.6 "Electronic Field Study” (EFS"):mcans a. proprictary software and file structure package that allows for the display, navigation, measurement, annotation and analysis of Pictornctric Licensed. {mages. Page 7 of IL Okaloosa County, FL—C119552 20130109 CMT-00004-2012.1018 1.7 “Pictometry Licensed Software" ("Licensed Software") means any proprietary software provided by Pictometry. This includes, but is not limited to, programs such as EFS and Change Analysis and program modules such as 911 or GIS.integration / interfaces. 18 "Image Warehouse" ("EW"): means a hierarchical storage system of Pictomctrie Images, as well as data and elevation models, that allows fast, random access by geo-location. 1.9 "Digital Elevation Medel" ("DEM") means-a.gcncral definition fer a file containing ground elcvation- data, This.may be a digital elevation model, a digital terrain model, or a reflective surfacc-model and is meant to encompass all means of production, including LIDAR and stereo pairs. 1.10 "Licensed Documentation" ("Documentation") mcans written and/or electronic materials:contaitiing instructions and other information related'to the use of the Licensed Images and'the Licensed Software. 2. ARTICLE -GENERAL 2,1 Licensed Products. This Agreement pertains to the particular Images described in Section. A and Section B and attached to. this Agreement (the "Licensed Images"), the partieular-copies:of the Software listed in Section A and Section B (the "Licensed Software"), the associated Metadata {the "Licensed Metadata"), and the DEM described: in Section A and Section B attached to this Agreement (the "Licensed DEM"), all of which, along: with the Documentation, are‘together referred.to.as:the "Licensed Products". The terms and conditions. of this Agrecment may also.apply to other products or services that may from.time to time be licensed from Pictomctry by: the Licensee. 2.2 System Installation. Pictometry shall install a copy of the Licensed Products on storage media either provided by Licensee: or purchased from Pictometry, as specified in Scction A. With the assistance of Pictometry, the Licensce will install the Licensed Products from that media onto computers, including server computers. The Licensee will-be responsible for assuring thatthe computer system being used for these purposcs will satisfy the minimum system requirements set-forth on Section B. Licensce and-its Authorized Subdivisions (as provided in Section 2.4) may use and execute the Licensed Software for official purposes only. 2,3 Data. Licensce agrees that Pictomictry may audit Licensce’s use of the Licensed Software and agrees-to the sharing-of supplementary data with Pictometry for the purpose of improving future software versions, providing for additional tools and enhancing the value of the software to the Licensee. Pictometry shall not transfer any data collected to any third party. Pictometry shall preserve at all times the confidentiality of information pertaining to data-collections where the information is not in the public domain. 2.4 Licensee May Authorize Subdivisions and Users. The Liccnsee may authorize any department, sub unit,.or location within the Licensee (hercinafter “Authorized Subdivisions") to have the Licensed Products installed on-computers owned (or leased).and used:by those Authorized Subdivisions, The installation of thie Licensed Imagery and EFS,.and the training of the Licensee.and Authorized Subdivision Personnel ("Authorized Users"), may be performed. only by Pictometry or by. the Licensee's employees who have received special training from Pictometry.. All Authorized Subdivisions:and Authorized: Users-shall operate urider this Agreement as agents of the Licensee and comply with all obligations of Licensee with respect to the use and distribution of the Licensed Products, and Pictometry may look to-the Licensee alone for assuring compliance with the terms and conditions-of this Agreement, Licensee agrees: (a) that it will notallow any. persons ottier.than Authorized Users to use or operate, or to. have.any other.access to, any of the Licensed Products (other thanas described in Article 3.1 of this Agreement), (b) that it will not-allow.aecess to any of the Licensed-Software-except through Licensee and Authorized Subdivisions workstations, and (c) that it-will.cause-all Authorized Users to-comply with all of the:terms,-conditions, and limitations applicable to. the Licensee under this. Agreement. 3. ARTICLE - GRANT OF LICENSE 3.1 License Grant, Uses and Certain Fees. fn consideration for the payment of the License Fees-provided for in Article 4 below, and subject.to the other terms and.conditions of this Agreement, Pictometry hereby grants to Licensee, and’Liccnses. hereby accepts, a nonexclusive, nontransferable, limited license (the “Licensc") for the following: (a) Installation, To install the Image Warchouse on servers and install related Licensed Products-on workstations, all of which shall be owned. (or leased) by, shall be located on the owned. or leased property of, shal) be under the control of, and-shall be used only by the Licensee or by Authorized Subdivisions. None of the Licensed Products-(except Licensed.Images) shall be. accessed cxcept throughsuch designated servers and workstations, (b) Documentation. To copy and use the related Documentation included in the Licensed Products in connection with the-activities described. in this Section 3.1. (c) Uses. Through Authorized Users only, to use and eperate the Licensed Software on those designated scrvers.and workstations in the conduct of the public business -of the Licensee; or of the Authorized Subdivisions, and to use the Licensed Products in the following activities.(and no others): (J) For Internal Business. To use:and execute the Liccnsed Products:for intemal pursuit-of its or their public responsibilities. (2) For Persons Doing Business With Licensee (Project Participants"). Urider the supervision. of Authorized Users, allow representatives of persons doing busi with the Li or an Authorized Subdivision ‘on Liccnsee.Projects (defined below) to use and oxecute.the Licensed Software.at the Licensce’s or Authorized Subdivisions’ facilities only. For these purposes, “Licensee. Projects" shall mean any plan or effort, tangible or intangible, such as construction, real estate disposition, facilities management, environmental studies, or public information brochures or notices used or to be-used.by the Licensee or. an Authorized Subdivision in pursuit of its public responsibilities. The Licensee or Authorized Subdivisions shal! cause.cach Project Participant. to.agree to use the hard copies (or jpg copies) of Licensed Images solely in connection with the Licensec’s:or Authorized Subdivision’s Project. (3) For Public Use. Through.Authorized Users-only, to use and execute-the Licensed Software solely for the purpose of making hard copies.and/or digital copies of Licensed Images for persons desiring them (which copiés: may contain:annotations of information stored in the Licensed Software and related 'to the property shown), Reproductions of individual (or limited quantitics-of) Licensed Images using the Licensed Software, or reproduction or copying of the-Liccnsed Images in any form by any other means by Licensce-or an Authorized Subdivision thereof, shall be permitted for distribution to Licensee’s:or Subdivision’s constituency and/or public users. Licensce may charge reproduction fees or no fecs.to-the persons or entities receiving the Images. The foregoing not withstanding, Licensec may not distribute images directly or indircetly to Google or Googie Affiliates, 3.2 Limitations on License. Licensee agrees; (a) that nothing under this Agreement.authorizes it to engage. in-any service bureau wark, to exercise or provide any multiple-user license, or to enter into any time-sharing arrangement, except as expressly authorized with respect to Authorized Subdivisions, (b) that Licensce:will not authorize or allow any remote access, by any unauthorized persons, to the Licensed Products except.as expressly. provided in this Agreement for Licensee and. Authorized Subdivisions workstations, (c) that Pictometry shall not be obligated to revise, improve, or otherwise. change the Licensed Software in any way, (d) that the Licensee is.responsibte forsclecting Authorized Users who are qualified to operate the Licensed Products on licensee workstations and ‘are: familiar withthe Licensed Products.and trained as provided in Section 2.3, (e)'that the Licensee and its Authorized Subdivisions:may not copy, download,.store; publish, transmit, transfer, sell, or otherwise install or use the Licensed Products (except for Licensed {mages} in. any form or by:any means, except (i) as-cxpressly permitted by this Agreement, (ii) with. Pictometry’s prior written permission, or (iii) to the extent not expressly prohibited by this Agrecment, ag allowed under the fair use provision of the Copyright Act (17 U .S.C,.§ 107). Licensce agrees that it will deliver to.all recipients-of any hard copies, and to ariy-other persons who may have access.to any of the Images, all such disclaimers-and other