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

delivery date, and Pictometry shal! not be liable for any such late delivery except in a case of its. gross. negligence or willfil: misconduct. IN NO EVENT SHALL EITHER PARTY BE LIABLE, UNDER ANY CAUSE OF ACTION OF ANY KIND ARISING OUT OF.OR RELATED TO THIS AGREEMENT, THE LICENSED PRODUCTS, OR IMAGES (INCLUDING UNDER. THEORIES INVOLVING TORT, CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR BREACH OF WARRANTY), FOR ANY LOST PROFITS OR FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR OTHER SPECIAL DAMAGES SUFFERED BY THE OTHER PARTY OR BY ITS CUSTOMERS OR OTHERS, EVEN IF A PARTY HAS BEEN ADVISED.OF THE POSSIBILITY OF SUCH DAMAGES. Imagery Specifications. Ground Sample Distance ("GSD") may be affected by Air Traffic Control or terrain restrictions. Images shall have an unobstructed view.of the ground. In controlled airspace around airports (and other arcas).and‘in.areas of rapid elevation changes, the image footprint sizes and resolutions may vary. There may be varying degrees of ground illumination and color variations due to lighting and cloud shadows. Pictometry's Orthogonal images provide the coordinate accuracy. fulfilling most plancmetric requirements, Pictometry data, however, are not intended for authoritative or definitive mapping or surveying replacement. [f there is a need for authoritative mapping. products, additional work is required by licensed individuals:in order to certify Pictometry's orthogonal imagery. ARTICLE - GENERAL 10,1 10.2 103 10.4 10.5 10.6 Rights of Others, This Agreement is solely intended to provide rights to and be enforceable by Pictometry and Licensee (including its Authorized Subdivisions). No other person shall acquire or enforce any rights.or any represcntations-or warranties given under this Agreement. Waiver. The waiver by cither party of'any default by the other shall not waive subsequent defaults of the same or different kind. Notices. All notices and-demands hereunder shall be in writing and shall be delivered. by personal ‘service, mail, courier service, or confirmed facsimile transmission at the address of the receiving party set forth inthis agreement (or at such different address as may be designated by one party by written notice to the other). All notices or demands by mail shall’be. sent by certificd or registered United States mail, return receipt requested, and'all notices and demands shall be dcemed coniplete:upon receipt. Export Control. Licensee agrecs to comply fully with: the export laws and regulations of the United States Goverment with respect to the Licensed Products supplied by. Pictometry. Accordingly, Licensee agrees that all technical data, software, or other information or assistance (other than publicly available information) fumished by Pictometry, and any product thercof, shall not be re-exported’by Licensee, or its authorized transferees, if any, direetly-or indircetly from the United States unless explicitly. permitted by U.S, export control Jaws:and regulations. These obligations of the Licensee. shall survive any satis faction; termination, or discharge of this Agreement, Severability. In the cvcnt that any of the provisions. of this Agreement shall be held by a court or other tibunal of competent jurisdiction. to be unenforceable, such provision will be enforced to the maximum extent permissible and the remaining portions of this Agreement shall remain in full force andeffect. Force Majeure. Pictometry shall not be.responsible for any failure:to-perform due ‘to unforeseen circumstances or to causes beyond Pictometry's reasonable control, including but aot.limited:to acts of God, war, riot, embargoes, aets.of civil or military authorities, fire, floods, accidents, strikes, failure. to-obtain export licenses or shortages or delays of transportation, facilities, fucl, energy, supplies, labor or materials. In the cvent of any such delay, Pictometry may. defer the delivery of Licensed. Products for-a period equal to the tinte of the delay. Page (0 of HH Okaloosa County, FL — C119552 20130109 CMT-00004-2012T018 SECTOR MAP Escambia Covington ima.Rosa . Okaloosa | County 571 sq miles Page 11 of Ul Okaloosa County, FL—C119552 20130109 CMT-00004-20121018