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tbJuIota
<br /> Software as a Service(SaaS)License Agreement
<br /> This Software as a Service Agreement ("SaaS 1.7 Help Seeker(s) means the individual seeking
<br /> Agreement"),effective on June 1,2020("Effective Date"), is assistance from or through the Customer for health or non-
<br /> made by and between TouchPhrase Development,LLC d/b/a health related assistance.
<br /> Julota,which has a place of business at 102 S.Tejon St.,Ste.
<br /> 1100, Colorado Springs, CO 80903 ("Julota"), and City of 1.8 Hosted Service means the real-time website service
<br /> Everett, WA Police Department with offices at hosted by Julota and provided to Customer from time to time.
<br /> ("Customer"}, in exchange The Hosted Service includes any change, improvement,
<br /> for the mutual promises contained herein,the receipt and legal extension or other new version thereof that is developed or
<br /> sufficiency of which are acknowledged. Julota and Customer otherwise made available to Customer.
<br /> shall be collectively referred by as the"Parties". 1.9 Julota API means the Julota application programming
<br /> Julota provides a platform for organizations: a) to interface, scripts, widgets, embeddable snippets and other
<br /> provide services directly to individuals seeking assistance tools that allow Customer to integrate the Customer's website
<br /> through it; b) to coordinate with other individuals or or any other system of Customer with all or part of the Hosted
<br /> organizations to provide services to individuals seeking Services.
<br /> assistance that it does not provide directly;c)to cooperate with 1.10 Personal Data means any personal information that
<br /> other organizations to identify services needed for individuals Julota collects,receives,or obtains,from Customer that does
<br /> seeking assistance;or d)to assemble,monitor and direct Care or can identify a specific individual or by or from which that
<br /> Team(s)(defined below). specific individual may be identified, contacted or located,
<br /> 1. DEFINITIONS. such as the individual's name, address, social security
<br /> number,or any information that applicable law proscribes as
<br /> 1.1 Care Team means an individual or an organization personally identifiable information.Personal Data may include
<br /> used or assembled by or through Customer or on behalf of Protected Health Information(defined below).
<br /> Customer or in conjunction with Customer to assist Customer, 1.11 platform means all ideas, concepts, inventions,
<br /> directly or indirectly,in providing to a Health Seeker(defined systems, platforms, software, interfaces, tools, utilities,
<br /> below)the assistance he or she seeks or requires. templates, forms, content, graphics, techniques, methods,
<br /> 1.2 Community Partner means any organization that processes, algorithms, code, know-how, trade secrets and
<br /> provides services to a Help Seeker through Customer utilizing other technologies, implementations and information that are
<br /> the Hosted Service. used by Julota in providing the Julota services,including any
<br /> 1.3 Customer Data means any data collected through the innovations, revisions, enhancements, upgrades or
<br /> provision of these services, excluding publicly available data improvements of the foregoing.
<br /> and data previously obtained by Julota. Customer Data may 1.12 Protected Health Information or PHI shall have the
<br /> include Personal Data. same meaning as the term"protected health information"as
<br /> 1.4 Customer Website means the website owned and defined in H1PAA.
<br /> operated by Customer as identified in the applicable Order 1.13 Services means, collectively, the Hosted Service,
<br /> Schedule. Platform, Julota API (if available or applicable), and
<br /> 1.5 Documentation means any user guide, help Documentation,as described in the applicable SOW(defined
<br /> information and other documentation and information below).
<br /> regarding the Hosted Service that is delivered by Julota to 2. SERVICES. Subject to the terms and conditions of
<br /> Customer in electronic or other form, if any, including any this SaaS Agreement, Julota will provide Customer with
<br /> updates provided by Julota from time to time. access to the Services as described in each Statement of
<br /> Work"SOW". Each SOW will be subject to the terms of this
<br /> 1.6 Health Privacy Laws means(i)the Health Insurance
<br /> SaaS Agreement and, if signed by Snohomish County, the
<br /> Portability and Accountability Act of 1996, as amended and
<br /> includinganyimplementing regulations "HIPAA" ; ii terms of the Agreement to Pay for Services Rendered to a
<br /> p g g ( ) ( ) Third Party executed by Snohomish County (the
<br /> HITECH; (iii) 42 C.F.R. Part 2; and (iv) any other applicable "Agreement"). In the event of any conflict between the terms
<br /> federal or state statute, regulation, administrative or judicial and conditions of this SaaS Agreement and the terms and
<br /> ruling requiring a party to protect the confidentiality, privacy conditions of a SOW,the terms and conditions of the SOW
<br /> and/or security of Personal Data and other healthcare-related shall govern as to that SOW only. Customer's use of the
<br /> information pertaining to Help Seekers. Services is subject to this SaaS Agreement and the applicable
<br /> SOW.
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