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DocuSign Envelope ID: D03C8C27-BC48-44C8-851D-368459E6CCB2
Nothing in this Agreement will prevent the Receiving Party from disclosing the Proprietary
Information pursuant to any applicable law (including but not limited to the Virginia Freedom of
Information Act), subpoena, summons, judicial order or other judicial or governmental process,
provided that the Receiving Party gives the Disclosing Party reasonable prior notice of such
disclosure to obtain a protective order or otherwise oppose the disclosure. For clarity, Flock may
access, use, preserve and/or disclose the Footage to law enforcement authorities, government
officials, and/or third parties, if legally required to do so or if Flock has a good faith belief that
such access, use, preservation or disclosure is reasonably necessary to: (a) comply with a legal
process or request; (b) enforce this Agreement, including investigation of any potential violation
thereof; (c) detect, prevent or otherwise address security, fraud or technical issues; or (d) protect
the rights, property or safety of Flock, its users, a third party, or the public as required or permitted
by law, including respond to an emergency situation. Having received notice prior to data being
deleted, Flock may store Footage in order to comply with a valid court order but such retained
Footage will not be retrievable without a valid court order.
4.2 Agency and Non-Agency End User Data. As between Flock and Agency, all right, title and
interest in the Agency Data and Non-Agency End User Data, belong to and are retained solely by
Agency. Agency hereby grants to Flock a limited, non-exclusive, royalty-free, worldwide license
to use the Agency Data and Non-Agency End User Data and perform all acts with respect to the
Agency Data and Non-Agency End User Data as may be necessary for Flock to provide the Flock
Services to Agency, including without limitation the Support Services set forth in Section 2.9
above, and a non-exclusive, perpetual, irrevocable, worldwide, royalty-free, fully paid license to
use, reproduce, modify and distribute the Agency Data and Non-Agency End User Data as a part
of the Aggregated Data (as defined in Section 4.4 below). As between Agency and Non-Agency
End Users that have prescribed access of Footage to Agency, each of Agency and Non-Agency
End Users will share all right, title and interest in the Non-Agency End User Data. This
Agreement does not by itself make any Non-Agency End User Data the sole property or the
Proprietary Information of Agency. Flock will automatically delete Footage older than thirty (30)
days. Agency has a thirty (30) day window to view, save and/or transmit Footage to the relevant
government agency prior to its deletion.
4.3 Feedback. If Agency provides any suggestions, ideas, enhancement requests, feedback,
recommendations or other information relating to the subject matter hereunder, Agency hereby
assigns (and will cause its agents and representatives to assign) to Flock all right, title and interest
(including intellectual property rights) with respect to or resulting from any of the foregoing.
4.4 Aggregated Data. Notwithstanding anything in this Agreement to the contrary, Flock shall
have the right to collect and analyze data that does not refer to or identify Agency or any
individuals or de-identifies such data and other information relating to the provision, use and
performance of various aspects of the Services and related systems and technologies (including,
without limitation, information concerning Agency Data and data derived therefrom). For the sake
of clarity, Aggregated Data is compiled anonymous data which has been stripped of any personal
identifying information. Agency acknowledges that Flock will be compiling anonymized and/or
aggregated data based on Agency Data and Non-Agency End User Data input into the Services
(the “Aggregated Data”). Agency hereby grants Flock a non-exclusive, worldwide, perpetual,
royalty-free right and license (during and after the Service Term hereof) to (i) use and distribute
such Aggregated Data to improve and enhance the Services and for other marketing, development,
diagnostic and corrective purposes, other Flock offerings, and crime prevention efforts, and (ii)
disclose the Agency Data and Non-Agency End User Data (both inclusive of any Footage) to
enable law enforcement monitoring against law enforcement hotlists as well as provide Footage
search access to law enforcement for investigative purposes only. No rights or licenses are granted
except as expressly set forth herein.
5. PAYMENT OF FEESJump to an indexed page (26 of 26)