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HomeMy WebLinkAboutRES 23-381RESOLUTION NO�. 23-381 BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF BEAUMONT: THAT the City Manager be and he is hereby authorized to execute a contract with Fusus Inc., of Peachtree Corners, Georgia for three (3) years for the access of a variety of information, data, and video streams from different sources; and, THAT the City Manager or his designee be and they are hereby authorized to enter into Memoranda of Understandings with community members concerning shared camera access. The meeting at which this resolution was approved was in all things conducted in strict compliance with the Texas Open Meetings Act, Texas Government Code, Chapter 551. PASSED BY THE CITY COUNCIL of the City of December, 2023 k=- - Mayor this the 12th day of PILMM November 21, 2023 Chief James Singletary Beaumont Police Department 801 Main Street Beaumont, TX 77704 Subject: Service Agreement Proposal Dear Chief Singletary, FOsus is honored that Beaumont Police Department is considering our organization to support its regional community safety initiatives by providing a platform to view public and community video sources for incident situational awareness and investigations. FOsus will provide a video and data collaboration platform to expedite intelligence gathering and efficiency of response to situations as they unfold throughout the community. Further, the platform is tied to a community -facing website portal for video camera registry, providing a tool for identifying the location of cameras in proximity to incidents, as well as a means for efficient outreach to collect recorded video and image files from camera owners both public and private. This Service Agreement Proposal and related software subscription will become effective upon signing and continue for thirty-six (36), months. 1. Initial Scope of Work: The following fOsus Enterprise Package software and associated hardware will be delivered and installed as part of this agreement. a. fQsusONE TM : Initial setup, access and training of users to include up to 4,500 data points and 4,500 public/private video feeds b. fosusCORET": Installation and setup of: i. Ninety (90) fasusCORE ProTm Appliances ii. Five (5) fGsusCORE Elite W Appliances iii. Fifteen (15) f0susCORE Elite Al Tm Appliances iv. Ten (10) fOsusCORE Lite Extended Tm Appliances (Standard package does not include Core Lite Extended Appliances. 'Ten Core Lite Extended Appliances are being included at no cost, a $3,000 value, if this agreement is executed and returned to FOsus by the close of business on December 31, 2023) c. fosusREGISTRYTM: Creation of a custom website portal for community members to register privately owned cameras, d. f0susVAULT1m: Implementation of a CJIS compliant evidence vault for the storage of up to 30TB of videos and still images captured via the fOsusONE TM platform e. fuSUSOPSTM: Implementation of our smart -phone app which provides viewing of live camera feeds and setting up and transmitting the location of teams for special events and critical incident management f. ffisusTIPSTm: Implementation of our SMS service that provides text communications of pictures, audio and video directly into fOSUSVaUItTM g. fasusNOTIFYTM: Implementation of our SMS text service that provides text notifications to community members h. f0susAlertTM: Implementation of our iOSIAndroid application which provides panic alerting to fOsusONE Tm along with geolocation of persons in distress and automatic docking of nearby camera assets in the fGsusONETm platform WWW16SUS.corn 5550 Trian& Parkway, Ste 100, Peachtree Corners, GA 30092 (844) 226-9226 i. fCjsusANALYT ICST": Implementation of our crime and incident heat mapping and analysis platform j. f0susCONNECT Call -Out: Six (6) months f0sus call -out to businesses within the jurisdiction to assist with camera registration and integration k. f0susCONNECT Microsite: Development of an agency specific website landing page to, assist with building camera registration and integration of community video assets I. f0susINCIDENT TiM: Implementation of the FGsus Situational Awareness system for bi- directional teIestration, icon marking, floorplan room clearing, planning, and resource staging from Emergency Operation Center workstations and mobile field -based users on laptops and iOS/Android mobile devices m f0susLIVELINKT11: Provision of a live link system which allows 911 callers to initiate a camera stream in the event of an emergency to the, Department, along with a one -to - many methodology for secure and encrypted responder -group sharing during an emergency n. f0susOVERWATCH: Allows users the ability to track vehicles and people from one camera to another o. Remote Configuration of f0sus Core(s) p, lntegration of all current and future video feeds q. Integration of three (3) Computer Aided Dispatch systems (Beaumont PD, Beaumont ISD and Lamar University PD), AVL, drone feeds, covert cameras, and license plate readers as required Note: foSUSTM will provide continuing data and loT integrations at no additional charge for the life of the agreement 2. Payment and Subscription Terms: a. Payment 1: Due Upon Contract Signing $137',500 b. Payment 2: Due Upon Training and Acceptance $137,500 c. Payment 3: Due Upon 111 Anniversary of Contract Signing $275,000 d. Payment 4: Due Upon 2n" Anniversary of Contract Signing $275,000 Invoices for payments 3 and 4 will be sent 60 days prior to their respective due dates. This Enterprise subscription is a regional asset. Beaumont Police Department is the lead agency and Beaumont ISD, Lamar University and the Port Authority as partner agencies. At any time during this agreement Beaumont ISD, Lamar University and the Port Authority have the option to upgrade to their own FOsus package at then current pricing. Note: Additional f0susCORET11 appliances and camera streams may be purchased for the following pier unit price schedule. a. CORE Lite: b. CORE Lite Extended: c. CORE Pro: d. CORE Pro Extended: e. CORE Elite. f. CORE Elite Al: g. Additional 500 Streams: $2010/each $300/each $600/each, $,1,000/each $4,000/each $5,000/each $,25,000 per year wYvvwj 05�'micom 5550 Triangle Parkway, Ste 100, Peachtree Corners, GA 30092 (844) 226-9226 . . . . . . ............ . ....... - - 3. Bill of Materials Included with the Service: As part of the annual subscription price, each system will include the following: a. f0susONE T11 SaaS b. Unlimited video alerts, access, and video download c. f0susCORE TM warranty and technical support for the life of the agreement d. Unlimited fOsusOPS Application for Android and iOS Devices Subscription to fasusONETM includes all the following: a. Unlimited Users for Your Agency to fasusONETm — Real -Time Crime Center in the Cloud b. Unlimited Access for Your Agency to the f6susONE Tm Dashboard c. FIoorplan Integration for designated locations in f0susONE TM d. Ongoing Integration Services with the CAD System e. Installation and Technical Phone Support f. Provide a Full Solution Warranty for the Life of the Agreement g. Live U.S.-Based Phone Technical Support for the Life of the Agreement 4. Technical Requirements: & Camera live -sharing compatibility will be assessed for each location before CORE delivery. b. The customer will designate a primary POC for the deployment of the f0sus"m solution. c. Minimum network speed of .5 mb/s per viewed camera for live video sharing through the system. 5. Terms and Conditions: The use of and access to f6sus"m products and services is subject to the f0susTm Terms of Service V08.30.2022 found at.https://www.fusus.com/fusus-terms-of-service. The Termination for Convenience Clause Asserts that the customer may, at its sole discretion, terminate the agreement with 30 days of written notice to 170sus. Services will be reimbursed on a pro -rated basis from the last day of the term through the agreement's remainder. The cost of ,any unreturned or unserviceable fOsusCORE(s), as listed above in Section 2, will be deducted from the refund. We are privileged to work with you on this project. Should you have any questions at any time, please feel free to call (765) 237-1769 or email me at jdw@f0sus.com. Respectfully, /John Watson Vice President of Sales U60=4 fil 40=1 By (Print Name/Title): I= WWW f6siusxom 5550 Triangle Parkway, Ste 100, Peachtree Corners, GA 30092 (844) 226-9226 fubus Comments from Troy Gay Products & Services Item & Description Quantity Unit Price Total Enterprise Plus Package SaaS 1 $275,000.00 $275,000.00 /year SaaS Subscription to Inckide 4,500 [Data Strearns/Data /year foi 3 years Points, 301-B of Cloud Storage Core Pro Appliance 90 $600.00 $0.00 after 10091,> discount Core Elite Appliance 5 $4,000.00 $0.00 after 100% discount Core Elite Al Appliance 15 $5,000,00 $0.00 afte1'100%, ciiscount Core Lite Extended Appliance 10 $300.00 $0.00 nfter 100�X,, discount Annual subtotal $275,000.00 One-time subtotal $0.00 Purchase terms Troy Gay "Public Safety Advisor tggcafusus.com 512-775-5283 Fusus, Inc. 5550 Triangle Parkway Peachtree Corners, Georgia 30092 United States of America 4) f 0SUS smash SHOS. fUse Fusus is the only manufacturer that builds a common operating platform that does not require a complete replacement of video cameras, recorders, servers, or network equipment at video transmitting locations. As such, the solution is robust yet fast and cost efficient to deploy and requires minimal supervision on the part of the Department. FususoNE", the Company's flagship enterprise software management system, is the only platform of its kind on the market and there are no comparable market alternatives that meet the specifications set forth in this letter. Accordingly, the product has met the criteria set by over 180 Nationwide Departments under contract with Fusus for a sole, source procurement methodology. Referenced in this letter are the components of the Fusus ecosystem. These are: (1) fususONEI", the Real -Time Video and Incident Management Platform, (2) fususCOREI", the appliance used for video sharing, and (3) fususCONNECT"', the community facing portal for live and recorded video sharing to aid in response and investigations. The fususONE TM platform offers the following uniiqUe capabilities to your Department: • Patented "Dispatch -Directed Payload" digital media payload sharing with assigned officers for Call's for Service (Patent Number US11368586132) • Patented SMS-Based fususTIPSI" and fususALERT'm (Patent Number US20220076556A1) for multi -media photo, video, and text -based tip sharing from Department employees, community members, and police officers to better assess field based issues as they arise, and an iOS and Android -based panic alert application for alert, location, and policy -based sharing of the closest available surveillance camera assets to the source of the alert. • Unlimited Third -Party Integrations are included at no cost from Fusus, allowing the value and functionality of the Fusus-ecosystem to grow with the needs of the Department. • Global map -based GUI of all camera locations, and organizations partnered with the Department for sharing. • Full Integration with Axon Body 31m Body -Worn Cameras (BWCs) — including capabilities unique to Fusus for correlation of Officer location, BWC recordling status, access to BWC five strearning video, user authentication and correlation to other video and alerting assets through the platform. • Real-time video accessibility to over 1,000 camera and camera software manufacturers, including UAV, Robot, Helicopter and other public safety video assets that may already be in use • CJIS Compliant Cloud Based Management (AWS Gov Cloud) • Policy -Based Sharing rules engine including a complete chain of custody report of video access by user • Real Time Integration with your Department's Computer Aided Dispatch Software (CAD) for automatic display of calls for service in relation to live and recorded video based on priority and type • Apple iOS and Android Interoperability for Live View and Sharing of Incident Video, Map Telestration for Team Incident Response and Team Movement Coordination, and a Secure Chat of Digital Media by supervisors to field -based users and groups • Artificial Intelligence "Search" (rapid object -based video review), "Sentry" (real-time object -based alerting), and "Self -Serve" (behavoriai Al for high risk actions like wrong way traffic) capabilities • An Operational Dashboard for monitoring secure chat channels between your and business community stakeholders, social media integration, local and national news channels, daily operational briefs promulgated by the Department, and emergency and safety -related notifications • fususOVERWATCH T11 (patent pending) for the correlation of video cameras in relation to a single camera for high speed pursuit monitoring via map based interface www,fusus.corn 5550 1 riangde Parkway, Ste J.00, Peachtree Corners, GA (8114) 226..9226 • A fususALERT'" panic alerting mobile app for Department -designated community member locations for location alerting and policy -based video sharing during critical incidents • fususNOTIFYI" mass notification capabilities for community SMS alerts • fususANALYTICSI": Crime and incident heat mapping capabilities to provide location and day of week/time of day frequency analytics over specified search periods for data -driven decision making. The fususCORE"' offers the following unique capabilities to your Department: • Encrypted and Secure Tunnel of User selectable video feeds from video sharing locations. • Auto -Discovery of all cameras on a network, user selectable for sharing with the Department's real-time crime interface, fususONE • On -Board Pre -Record of Alerts — store and forward methodology optimized for slower camera host networks • Plug and Play Setup by the video host locations, not requiring project management by the Department • Interoperability with Existing IP Cameras and NVRs/Servers for items such as helicopter, drone, tactical robot, license plate recognition, and fixed location video, • Health Monitoring of video sharing sites, and exception alerts for priority video sources • Public Safety -specific cellular interoperabifity, including First Net • Artificial hiteNigence Based Search & Alert Capabilities for both public and community -owned camera sources The fususCONNECT TI website portal offers the following unique capabilities to your Department: • A unique web address owned by your Department for Community Camera Registry • An intuitive map -based camera registry interface that allows camera owners to share camera location, type, and their contact information with the Department, to aid in investigations • A secure portal, fususVAULTI", for sharing recorded video from witnesses, with the Department and to aid in investigations • Aggregation of all live incident views and recorded video into a case file for export to the Department's long-term digital evidence management software (DEMS) system, including Axon's Evidence.com, • fususLIVELINKI" provides the Department's 911 callers with an app-free method to, share video from their phone during a 911 call through an SMS-transmitted link that is sent to their phone Fusus is the sole entity with the authority, access, and ability to provide enhancements, upgrades, and warranty support for its hardware and software products. Sincerely, X,44404uf got. V Anthony Baldoni Chief Operating Officer 1`0sus, Inc. WWWAISLAS'Com 5550"friangle Parkway, Ste 1.00, Peachtree Corners, CA 30092 (844) 226-9226 Fusus "I'lerms of Service Terms and Conditions Governing a Subscriber's Use of the FOsus Software, and all Fosus Solutions and Services Provided via the Software, including but not limited to the FGSUsONE, HisusREGISTRY, FOSUSOPS, FGsusALERT, FOsusTIPS, FOsusNOTIFY, HisusCORE, FOsusVAULT, HsusCONNECT and FOsusNOTIFY product offerings. 1. Introduction: A, Subscribers to the Terms. The following Terms of Service Agreement (the "Terms" or the "Agreement") is a binding agreement between FOsus Inc. ("FOsus") and YOU, a User of the FFJSUS Software ("Software") and/or a Subscriber to the FGsusONE Real Time Interoperability Solution ("Solution"), as presented in the accompanying Offer Letter, which You agree to, either as an individual of at least eighteen years of age, or as an organizational entity, or as an associational entity, in accordance with your status and existence ("You" or "Subscriber"). These Terms governYour use of the FOsus Software, the Solution, and all other solutions, services and networks owned or controlled by Fcjsus (all of which are included in the definition of "Content" provided in Section I below), which are provided to You via the Software, When You accessed this Software, and/or when You registered Your account on the Software ("Account") and/or when You clicked the, "AGREED" box on the Software login page, You acknowledged Your understanding of these Terms and Your voluntary consent to be bound by theseTerms, (1) Individual Subscribers, If You are an individual, You hereby represent and warrant to FQSLIS that You are at least eighteen (18) years of age or and otherwise capable of entering into and performing legal agreements, and that You agree to be bound by the Terms, (2) Entity Subscribers, If You are going to use the Solution on behalf of a public entity, business entity, corporate entity, organizational entity, or associational entity, You hereby represent to FGsus that You have the authority to bind that entity to these Terms as the Subscriber, and Your acceptance of these Terms will be treated as acceptance by that public, business, corporate, organizational, or associational entity as the Subscriber. In that event, You acknowledge and Understand that "YOU" and "Your" will refer to that public, business, corporate, organizational, or associational entity as the Subscriber, which Subscriber is bound to these Terms, along with all officers, directors, employees, contractors agents, or volunteers in and under Subscriber's control and/or supervision, who are also bound to these Terms. B. Updates to the Terms. When using the Software, the Solution, and/or any other solutions and/or services provided' by FOSUS via the Software, You will be subject to any updates and revisions to these Terms. FQsus reserves the right, at Fosus's sole discretion and without prior notice to You, to update, amend, change, modify, add, or remove portions of these Terms at any time by posting the updated Terms ("Updates"). Unless otherwise stated in writing by Hisus, ail Updates shall be effective immediately Upon posting on the Software, and Your continued Use of the FGsus Updated 08.30.2022 Software after the posting of any Updates to these Terms constitutes Your binding acceptance Of Such changes, You acknowledge and agree that it is Your responsibilityto ensure that Youare Current and up-to-date in Your understanding of and compliance with these Terms, notwithstanding whether or riot FQsus has posted any notice of Updates to these Terms on the Software, and you acknowledge, understand, and agree that You must periodically check these Terms for Updates. Additional posted policies, guidelines or rules applicable to specific services and features, may be posted from time to time ("Policies"). All such Policies are hereby incorporated by reference into these Terms. In the case of any inconsistency between these Terms and any other document that has been incorporated by reference herein,these Terms shall control, 2. CONTENT. A, Content Defined. The Software contains the Solution and may contain other solutions and products and services, as well as a variety of materials and other items relating to, the Solution and to Fusus's other products and services, and similar items from our licensors and other third parties, including all layout, information, text, data, files, Images, scripts, designs, graphics, button icons, instructions, illustrations, photographs, audio clips, music, sounds, Pictures, videos, advertising copy, URLs, technology, software, interactive features, the "look and feel" ofthe Software and of the Solution, and the compilation, assembly, and arrangement of the materials of the Software and any and all copyrightable material (including source and object code), trademarks, logos, trade names, service marks, company names, and trade identities of various parties, including those owned by FOsus and those owned by third parties and licensed to Hisus for use on the Software (collectively, "Trademarks"), and other forms of intellectual property included in the Software, in the Solution, and/or it) any other product or solution or service provided by FOSUS. All of the foregoing, including the Solution and any other solutions, products, and/or services provided by Fasus through the Software is defined and referred to collectively in these Terms as "Content". B. Ownership, The Software (including any past, present, and future versions) and the Content are owned by FUSLIS or controlled by Ffisus through licenses granted to FOsus by its licensors. All right, title, and interest in and to the Content available via the Software is the property of RiSLIS or Of Our licensors, and is protected by U.S. federal copyright, trademark, patent, and trade secrets laws and by other federal and state intellectual property, and unfair competition laws. In addition to HiSLIS'S Copyright ownership of the Content, FOsus owns a copyright in the selection, compilation, assembly, arrangement, and enhancement of the Content on the Software. "Intellectual Property Rights," as used in these Terms, means any and all rights belonging to FOsus and existing under patent law, copyright law, serniconductor chip protection law, trade secret law, trademark law, unfair competition law, publicity rights law, privacy rights law, and any and all other proprietary rights, and any and all applications, renewals, extensions and restorations thereof, now or hereafter in force and effect worldwide,in any intellectual property, which includes, but is not limited to, patentable inventions, ideas, and processes, trade secrets, trademarks, trade names, copyrightaUle works, and any confidential information. As between You and FOsus, FGsus retains all its respective titles, interests, and ownership in the Software and the Content, and You understand and acknowledge that neither You nor any other Subscriber acquires any ownership in any Intellectual Property Rights regarding the Software or the Content under these Terms. C. Limited License Granted to You. Subject to Your strict and ongoing compliance with Your Subscription Agreement and with these Terms, FOSLIS Updated 08.30.2022 grants You a limited, non-exclusive, revocable, non -assignable, and non -transferable license to use the Software and the Solution (the "Lirnited License"). The foregoing Limited License does not give You any ownership of, or any other intellectual property interest in, any Content (including, but not limited to, the Solution), and FOsus reserves the right to suspend or terminate, at any time and for any reason, Your Limited License Without any advance notice, to You, and without any liability. This Agreement and any Additional Terms include only narrow, limited grants of rights to Content and to use and access the Software. No right or license may be construed, under any legal theory, by implication, estoppel, industry custom, or otherwise. All rights not expressly granted to You are reserved by Hisus. Any unauthorized use of any Content or the Software for any purpose is strictly prohibited. R. SUBSCRIBER -GENERATED CONTENTCONTENTYOU SUBMIT. A, Your Ownership of Subscriber -Generated Content. Hisus may provide a Subscriber the opportunity to post, upload, display, publish, distribute, transmit, broadcast, or otherwise make available an or submit through the Software (collectively, "submit") messages, text, illustrations, files, images, graphics, photos, comments, sounds, music, videos, information, content, ratings, reviews, data, questions, suggestions, personally identifiable information, or other information or materials created by a Subscriber (collectively, "Subscriber -Generated Content"), Subject to the rights and license You grant to Hisus under these Terms (see below), You retain whatever legally cognizable right, title, and interest that You have in Your Subscriber -Generated Content, You understand and acknowledge that FOsus has no obligation to monitor or enforce Your intellectual property rights to Your Subscriber -Generated Content, (hereinafter, "PIll"), B. Hisus's Enforcement Rights in Subscriber -Generated Content. YOU grant FOSLIS the exclusive right to protect and enforce its licensed rights to Your Subscriber -Generated Content while it is posted on the Software, including the right to bring and control enforcement actions in Your name and on Your behalf at FOsus's cost and expense. C. Your Representations and Warranties and Your Indemnification Obligations for Your Subscriber -Generated Content. Each time You submit any Subscriber -Generated Content, You represent and warrant that You are the sole author and owner of the intellectual property and other rights to the Subscriber- Generated Content, or You have a lawful right to submit the Subscriber -Generated Content. 4, REPORTING INTELLECTUAL PROPERTY INFRINGEMENT. DMCA Notice for Copyright Infringement. Fosus will respond appropriately to notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act ("DIVICA"), as set forth below. if You own a copyright in a work (or represent such a copyright owner) and! believe that the copyright in that work has been infringed by an improper posting of it as part of Subscriber -Generated Content on the Software, then You may send us a written notice that includes allof the following: Updated 08.30.2022 (1) a subject line that says: "DMCA Copyright Infringement Notice"; and (2) a description of the copyrighted work that You claim has been infringed or, if multiple copyrighted worksare covered by a single notification, a representative list of such works; and (3) a description of the location of the infringing material on the Software; and (4) Your full name, address, telephone number, and e-n-rail address; and (5) a statement by You, that You have a good faith belief that use of the allegedly infringing material in themanner complained of is not authorized by the copyright owner; and (6) a statement by You, made under penalty of perjury, that all the information in Your notice is accurate, andthat You are the copyright owner- (or, if You are not the copyright owner, then Your statement must indicate that You are authorized to act on the behalf of the owner); and, (7) Your physical signature or, if sent within an email (rather than in a physical document or a digital document attached to an email), the characters "//s//" followed by Your full typed name, which will serve asYour electronic signature. FOsus may elect to not respond to DMCA Notices that do not substantially comply with all of the foregoing requirements, and Posus may elect to remove allegedly infringing material that comes to its attention via notices that do riot substantially comply with the DMCA, B. Mode of Communication. FOSUS will only respond to DMCA Notices that it receives by mail or e-mail at the addresses below: By Mail: Fosus ATTN: DIVICA Notice 5550 Triangle Pky, Suite 100 Peachtree Corners, GA 30092 RVIMMM We may send the information that You provide in Your DIVICA Notice to the person who provided theallegedly infringing work. That person may elect to send us a DMCA Counter -Notification, Without limiting I-Osus's other rights, FOsus may, in appropriate circumstances, terminate a repeat infringer's access to the Software and any other Software owned or operated by Ffisus, C. DMCA Counter -Notification regarding Copyright Infringement. Updated 08,30,2022 If access on the Software to a work that You submitted to FOsus is disabled or the work is removed as a resultof a DIVICA Notice, and if You believe that the disabled access or removal is the result of mistake or misidentification, then You may send LIS a DIVICA Counter -Notification to the addresses above, Your DIVICA Counter -Notification should contain the following information: (1) a Subject line that says: "DIVICA Counter -Notification"; and (2) a description of the material that has been removed or to which access has been disabled and thelocation at which the material appeared on the Software before it was removed or disabled; and (3) a statement made under penalty of perjury that You have a good faith belief that the material wasremoved or disabled as a result of mistake or misidentification; and (4) Your full name, address, telephone number, e-mail address, and the usernarne of Your Account; and (5) a statement that You consent to, the jurisdiction of the Federal District Court for the judicial district in which Your address is located (or, if the, address is located outside the U.S.A., to the jurisdiction of the UnitedStates District Court for the District of Georgia), and that You will accept service of process from the person who provided DIVICA notification to us or an agent of such person; and (6) Your physical signature or, if sent within an email (rather than in a physical document or a digital document attached to an email), the characters "Hs//" followed by Your full typed name, which willl serve asYour electronic signature. Please note that the DIVICA provides that any person who knowingly materially misrepresents that material or activity was removed or disabled by mistake or misidentification may be subject to liability. If we receive a DIVICA Counter -Notification, then we may replace the material that we removed (or stop disabling access to it) in not less than 10 and not more than 14 business days following receipt of the DIVICA Counter - Notification. However, we will not do this if we first receive notice at the addresses above that the party who sent us the DIVICA Copyright infringement Notice has filed a lawsuit asking a court for an order restraining the person who provided the material from engaging in infringing activity relating to the materialon the Software. You should also be aware that we may forward the DIVICA Counter -Notification to the partywho sent us the DIVICA Copyright Infringement Notice. D. Reporting Infringement of Other Intellectual Property. If You own intellectual property other than a copyright and believe that Your intellectual property has been infringed by an improper posting or distribution of it on the Software, then You may send Hisus, a written notice to one of the addresses set forth in Section 4.A. above that includes all of the following: (1) a subject line that says: "Intellectual Property Infringement Notice"; and (2) a description of the intellectual property that You claim has been infringed, or a list of the intellectual (3) property if multiple works have been infringed; and a description of the location of the infringing material on the Software; and Updated 08,30,2022 (4) Your full name, address, telephone number, and e-mail address; and (5) a statement by You that You have a good faith belief that use of the allegedly infringing material!, in themanner complained of is not authorized by the owner; and (6) a statement by You, made under penalty of perjury, that all the information in Your notice is accurate, andthat You are the owner (or, if You are not the owner, then Your statement must indicate that You are authorized to act on the behalf of the owner); and, (7) Your physical signature or, if sent within an email (rather than in a physical document or a digital document attached to an email), the characters "//s//" followed by Your full typed narne, which will serve asYour electronic signature. Hisus will act on Such notices in its sole discretion. Any User of the Software that fails to respond satisfactorilyto HSLIS with regard to any Such notice, is subject to suspension or termination. We may send the infori-nationthat You provide in Your notice to the person who provided the allegedly infringing material. 4. YOUR ACCOUNT AT FOSUS. A. Registration. To access the Solution through the Software, You not only must execute a Subscription Agreement, but also You must become a registered user of the Software by establishing an Account, The Software's practices governing any resulting collection and use of Your personal information in Your Account are disclosed in its Privacy Policy. B. Usernames and Passwords. If You register for any feature of the Software that requires a password and/or username, such as the Solution, then You will select Your own password at the time of registration (or we may send You an email notification with a randomly generated initial password) and You agree to the following: (1) You will not use a username (or e-rnail address) that is already being used by someone else, that may impersonate another person, that belongs to another person, that violates the intellectual property or otherright of any person or entity, or that is offensive (FOsius may reject the use of any password, usernarne, or email address for any reason in our sole discretion); and (2) You will provide accurate, current, and complete registration information about Yourself in connection with the registration process and, as permitted, to maintain and update it continuously and promptly to keep it accurate, Current, and complete for as long as You use the features to which the registration relates; and (3) You are solely responsible for all activities that OCCUr on the Software under Your Account, password, and username, whether or not You authorize the activity (except to the extent that any activity occurs due to unauthorized use of Your password and username by another person or entity), and, accordingly, if You are an entity Subscriber, You are solely responsible for the actions of all persons subject to Your control and/or Supervision who access the Software and the Content through Your subscription; and (4) You are solely responsible for maintaining the confidentiality of Your password and for restricting access to Your Updated 08.30.2022 computers, phones, pads, tablets, or other Internet Access Devices, so that unauthorized persons may not access any password protected portion of the Software using your name, username, or password; and (5) You will immediately notify Fusus of any unauthorized use of Your Account, password, or usernarne, aranyother. breach of security; and (6) you will not sell, transfer, or assign Your Account or any Account rights. Fu'sus shall have no liability for any loss or damage (of any kind and under any legal theory) to You or any third party arising from Your inability or failure for any reason to comply with any of the foregoing security obligations. C. Termination in the Event of (ion -appropriation. If You are a public entity and do not appropriate funds for this agreement, then this agreernent and all Your obligations terminate. A refund will be provided for any unused portion of the paid subscription, after- the 30-day notice period through the remainder of the term. D. Software Access Charges. Ffrsus reserves the right, upon reasonable notice, to charge for access to some or all of the Software, charge for access to premium functionality or Content on some or all of the Software, or require a subscription or registration to access some or all of the Software. Fusrrs further retains the right to changethe terms and conditions for accessing the Software or portions of the Software; and the right to restrict access to the Software or portions of the Software, in whole or in part, based on any lawful eligibility requirements FUsus may elect to impose (e.g., geographic or demographic limitations). Ftsus may modify,revalue, or make the registration free at its sole discretion without advance notice or liability. F, Your Use of an Internet Access Device and Third -Party Components. You understand and agree that Your use of any Internet Access Device and/or all third -party hardware, software, services, telecommunication services (including Internet connectivity), or other items used by You to access the Software ("Third -Party Components") are the sole and exclusive responsibility of You, including all costs of Your use of such Third -Party Components, and that Fusrrs has no responsibility for such third- party components, services, or Your relationships with such third parties. You agree that You shall at all timescomply with the lawful terms and conditions of Your agreements with such third parties. Hisu!s does not represent or warrant that the Software and the Content are compatibie with any specific third -party hardware or software or any other Third - Party Components. You are responsible for providing and maintaining an operating environment as reasonably necessary to accommodate and access the Software. F.°Wireless Features. The Software may offer certain features and services that are available to You via Your wireless Internet Access Device. These features and services may include the ability to access the Software's features and upload content to the Software, receive messages frorn the Software, and download applications to Your wireless. Internet Access Device (collectively, "Wireless Features"). Standard messaging, data, and other fees may be charged by Your carrier to participate in Wireless Features. Fees and charges may appear on Your wireless bill or be deducted from Updated 08,30,2022 Your pre -paid balance. Your carrier may prohibit or restrict certain Wireless Features and certain Wireless Features may be incompatible With Your carrier or wireless Internet Access Device. You shouldcheck with Your carrier to find out what plans are available and how much they cost. Contact Your carrier directly with questions regarding these issues. You understand and acknowledge that FCjsus has no responsibility or liability for Your ability or inability to access or take advantage of any Wireless Features due to Your carrier, Your phone service plan, Your Internet Access Device, or any other Third -Party Component. G. Customer Service. Fusus acknowledges the importance of response times for critical systems when technicall issues arise, As such, Fusus shall provide technical Support during normal business hours from gam to Spin ET, and via an on -call after- hours Support team which is available on a 24/7/365 basis. When technical) issues arise, Subscriber may contact Fusus Technical Support via phone at: (844) 226-9226 ext. 2 or via email at: lh&l desk(@fusus.com. Fusus will make every effort in all circurnstances to respond to Subscriber technical support inquiries in a timely fashion. For after- hours support requests, Subscriber shall notify FUSLIS of the priority of their request when it is submitted. The priority shall determine the guaranteed response time as detailed below: (1) Priority I —Technical concerns impacting a single or multiple users that require immediate resolution during critical incidents or major events at the Agency/Organization. FCjsus to return customer's call or email within 2 hours, including holidays and weekends. (2) Priority 2 — Technical concerns impacting multiple users, non-critical/major events. FOsus to return customer's call or email within 24 hours, (3) Priority 3 — Technical concerns impacting a single user, non-critical/major events. FUsus to return customer's call or email within 1 business day. 5. YOUR GENERAL REPRESENTATIONS AND WARRANTIES. A. You represent and warrant the following in respect of this Agreement: (1) You have the necessary authority, to enter into this Agreernent; and (2) If You are an individual, You are over the age of eighteen; and (3) You shall cooperate with all of the instructions, rules, and procedures that apply to Your Hsus Account; (4) You have provided and will continue to provide true, accurate, current, and complete Accountreg,istration information; and (5) You wil I respect a nd a bide by al I of You r obligation s u nder this Agreern ent, a nd You wHI performYou r obi igations under this Agreement diligently; and (6) if You are an entity Subscriber, You will monitor and closely supervise all of the persons under Your employment, including all officers, directors, employees, contractors, agents, and legal representatives who access the Software and the Content through Your Subscription, to ensure their compliance with theseTerms, Updated 08.30.2022 and You understand, acknowledge, and agree that You are entirely responsible for Such cornplianceby all persons subject to Your control and/or Supervision; and (7) You will comply with all laws and regulations applicable to this Agreement and to the Softwareand Content, include all laws regarding personal rights of privacy and publicity. B. Expressed Warranty. Products manufactured by FOSUS are warranted to be free from defects in material and workmanship under normal use and set -vice. This warranty is applicable to any of FOsus's products provided as part of the Software as a Service agreement with Subscriber, or purchased by Subscriber for use with their Subscription, that Subscriber returns to Hisus during the period of the initial term of the agreement. (1) Real -Time Crime Center in the Cloud Subscribers (RTC3): All equipment issued as part of a RTC3 project, including fususCORE111 appliances and peripherals, are warranted for the duration of the initial agreement and will be repaired or replaced at Ffisus's cast with an appropriate Request to Merchant (RIVIA) authorization, (2) Security Operations Center in the Cloud Subscribers (SOC2): All equipment issued as part of a SOC2 project, including fUsusCORE"' appliances and peripherals, are warranted for one (1) year from the original date of shipment to Subscriber or its authorized reseIler. Extended annual warranty periods purchased by Subscriber for covet -age after the first year must be purchased prior to the original shipment of hardware to be considered valid. All warrantied hardware will be repaired or replaced at FOsus's cost with an appropriate Request to Merchant (RMA) authorization. Hisus's obligations, with respect to such applicable warranty returns, are limited to repair, replacement, or refund of the purchase price actually paid for the, product, at FOsus's sole option. Fosus shall bear round-trip shipment costs of defective items found to be covered by this warranty. Defective products or parts thereof may he replaced with either new, factory refurbished, or remanUfaCtUred parts. Defective parts, which have been replaced, shall become FOsus property. This warranty does not extend to any product sold by FCBus which has been subjected to misuse, neglect, accident, improper installation by a non -authorized 31d party, or a use for purposes not included or not in accordance with installation procedures and instructions furnished by Hisus, or which has been repaired or altered by persons other than FOsus or which has been damaged by secondary causes, including but not limited to, improper voltages, adverse environment conditions, improper handling, or products which have had their serial number or any part thereof altered, defaced, or removed, 6. INDEMNIFICATION AND LIABILITY A. FQsus shall indemnify, defend and hold the Customer and its, officials, agents and employees harmless from and against any and all claims, damages, losses, injuries and expenses (including reasonable attorneys' fees), relating to or arising out of: (i) any act or omission of Hisus, its officers, employees, subcontractors, or agents in connection with the performance of the Services; (ii) any security breach or other breach of a covenant, representation or warranty made by Hisus under this Contract; and (M) use by Fasus of any intellectual property in connection with the Services (whether Such intellectual property is owned by FUsus or a third party); or the incorporation by Hisus of intellectual property into, the Services. 7. GENERAL PROVISIONS. A. Severability and Interpretation. Updated 08.30.2022 If any provision of this Agreement, is for any reason deemed invalid, unlawful, void, Or unenforceable by a court of competent jurisdiction, then that provision will be deerned severable from this Agreement, and theinvalidity of the provision will not affect the validity or enforceability of the remainder of this Agreement which will remain in full force and effect. B. Communications, Whenever You communicate with FOsus electronically, such as via e-rnail, You consent to receive communications from Fuses electronically. Please note that, except as set forth in the provisions of thisAgreernent regarding the DIVICA, FOSLIS is obligated to respond to inquiries that it receives, C. Assignment. Hisus may assign its rights and obkgafions under this Agreement, in whole or in part, to any party at any time without any notice, This Agreement may not be assigned by You, and You may not delegate Your duties underthese Terms, without thie prior written consent of an officer of FOsus. D. No Waiver. Except as expressly set forth in this Agreement, no failure or delay by You or FOsus in exercising any rights or remedies under this Agreement will operate as a waiver of that or any other right or remedy. E. No Partnership or Joint Venture. Neither this Agreement, nor any terms and conditions contained herein shall be construed as creating a partnership, joint venture, franchise or agency relationship between You and FOSLIS. F. Complete Agreement. This Agreement contains Your entire understanding with FOsus with respect to the subject matter and supersedes any and all prior oral or written proposals or understanding. Updited 08.30,2022 Page is too large to OCR. Page is too large to OCR. 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