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Page 4 of 11 WA City of Everett – LC-10003706 2023-08-16 9.10_LD
<br />SECTION B LICENSE TERMS
<br />I. GENERAL TERMS
<br />These General Terms (the “General Terms”) set forth the terms and conditions that govern Customer’s access to and use of all Content
<br />and Services (each as hereinafter defined) provided by EagleView (unless otherwise expressly provided to the contrary herein). As
<br />used in these General Terms, the terms “you” and “your” in uppercase or lowercase shall mean the Customer that entered into the
<br />Agreement into which these General Terms are incorporated.
<br />1. DEFINITIONS
<br />a. “Authorized Subdivision” means, if you are a county or a non-state consortium of counties, any political unit or subdivision
<br />located totally or substantially within your boundaries that you authorize to have access to any Content pursuant to the
<br />Agreement.
<br />b. “Authorized System” means a workstation or server that meets each of the following criteria (i) it is owned or leased by you
<br />or an Authorized Subdivision, (ii) it is located within and only accessible from facilities that are owned or leased by you or an
<br />Authorized Subdivision, and (iii) it is under the control of and may only be used by you or Authorized Subdivisions.
<br />c. “Authorized Users” means Delivered Content Authorized Users and Eligible Users.
<br />d. “Content” means, collectively, the Delivered Content, the Licensed Content and the WVO Licensed Content.
<br />e. “Covered Party” means (a) EagleView, and its affiliates, and any officer, director, employee, subcontractor, agent, successor,
<br />or assign of EagleView or any of its affiliates; and (b) each third party supplier of any Content or Services, third party alliance
<br />entity, their affiliates, and any officer, director, employee, subcontractor, agent, successor, or assign of any third party supplier
<br />of any Content or Services, or of any third party alliance entity and their affiliates.
<br />f. “Delivered Content” means the images, metadata, data layers, models, reports and other geographic or structural visualizations
<br />or embodiments included in, provided with, or derived from the information delivered to you by or on behalf of EagleView
<br />pursuant to the Agreement (whether via hardware or online (but excluding via the Online Services)), in connection with the
<br />EagleView products specified in Section A: Product Description, Prices and Payment Terms.
<br />g. “Delivered Content Authorized User” means any employee of you or Authorized Subdivisions that is authorized by you to
<br />have access to the Delivered Content through an Authorized System.
<br />h. “Documentation” means any written materials that accompany the EagleView Software.
<br />i. “Eligible Users” means you, your employees, and temporary or contract employees dedicated to performing work exclusively
<br />for you.
<br />j. “Licensed Content” means images available via the Online Services, and all associated metadata and data layers included in,
<br />provided with, or derived from those images.
<br />k. “Online Services” means the Pictometry Connect online services made available to you by or on behalf of EagleView pursuant
<br />to the Agreement, as specified in Section A: Product Description, Prices and Payment Terms.
<br />l. “EagleView Credential” means the unique login/password assigned to each Eligible User for purposes of accessing any of the
<br />Services.
<br />m. “EagleView Software” means the software that EagleView makes available to you to install (whether via download or
<br />otherwise) and view the Delivered Content.
<br />n. “Project” means a project as specified in Section A: Product Description, Prices and Payment Terms.
<br />o. “Project Participant” means any employee or contractor of persons or entities performing services for compensation for you
<br />or an Authorized Subdivision that has been identified by written notice to EagleView prior to being granted access to Delivered
<br />Content and, unless EagleView expressly waives such requirement for any individual, has entered into a written agreement
<br />with EagleView authorizing such access.
<br />p. “Services” means, collectively, any services set forth in Section A: Product Description, Prices and Payment Terms, the Online
<br />Services, the WVO Services and the EagleView Software (and accompanying Documentation) and any other services
<br />provided by EagleView and agreed upon between the parties from time to time.
<br />q. “WVO Licensed Content” means the images available in the WVO Services, and all associated metadata and data layers
<br />included in, provided with, or derived from those images.
<br />r. “WVO Services” means the EagleView web visualization offerings made available to you by or on behalf of EagleView
<br />pursuant to the Agreement, as specified in Section A: Product Description, Prices and Payment Terms.
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