Vigilant Subscription Software Addendum
This Vigilant Subscription Software Addendum (“Vigilant Addendum”) is entered into between Motorola Solutions, Inc., with offices at 500 W. Monroe Street, Suite 4400, Chicago, IL 60661 (“Motorola”) and the entity set forth in the signature block below or in the MCA (“Customer”), and will be subject to, and governed by, the terms of the Master Customer Agreement entered into between the Parties, effective as of the earlier of (a) the first purchase of a Product or Software from Motorola, and (b) the date of the last signature on the first Ordering Document between the Parties (the “MCA”), and the Subscription Software Addendum (“SSA”). Capitalized terms used in this Vigilant Addendum, but not defined herein, will have the meanings set forth in the MCA or applicable Addendum.
If you are purchasing Vigilant Products or Subscription Software on behalf of our employer or another entity, you warrant that: (a) you have authority to bind your employer or the applicable entity, as “Customer” to this Vigilant Addendum; (b) you have read and understand this Vigilant Addendum; and (c) on behalf of the Customer that you represent, you agree to this Vigilant Addendum. If you do not have the legal authority to bind your employer or the applicable entity as Customer to this Vigilant Addendum, please do not complete the purchase of Vigilant Products or Subscription Software from Motorola.
1. Addendum. This Vigilant Addendum, which is subject to the MCA and applicable Addenda, sets forth additional applicable terms, governs Customer’s purchase of Motorola’s Vigilant automated license plate recognition Products (“LPR Products”). Equipment sold as part of any LPR Products purchased will subject to the EPSLA, together with any other applicable terms herein, however the LPR Products may also include Subscription Software on such Equipment or otherwise made available to Customer, as further described below. This Vigilant Addendum will control with respect to conflicting terms in the MCA or any other applicable Addendum, but only as applicable to the Products purchased under this and not with respect to other Products or Services.
Camera License Key (“CLK”) means an electronic key that will permit each camera (one CLK per camera) to be used with Vigilant CarDetector software.
Commercial Booking Images refers to booking images collected by commercial sources and available on LEARN with a paid subscription.
Commercial Data means both Commercial Booking Images and Commercial LPR Data.
Commercial LPR Data refers to LPR data collected by private sources and available on LEARN with a paid subscription.
License Plate Recognition (“LPR”) refers to the process of utilizing cameras, either stationary or mounted on moving vehicles, to capture and interpret images of vehicle license plates.
3. Subscription Software
3.1. CarDetector. Customer may purchase Vigilant CarDetector which is Subscription Software subject to the SSA. For Customers subscribing to CarDetector, Customer is required to obtain a CLK for each Motorola-approved camera which uses CarDetector. A CLK can be obtained by Customer by going to Motorola’s company support website and completing the online request form to Vigilant technical support staff.
3.2. LEARN and ClientPortal. Subject to the terms below, Customer may purchase access to the Law Enforcement Archival Report Network (“LEARN”) and/or the Vigilant ClientPortal (“ClientPortal”) each of which are Subscription Software subject to the SSA.
3.2.1. Access. Customer use and access to LEARN is strictly restricted to Law Enforcement Agencies (“LEAs”) and their Authorized Users. Non-LEAs and their Authorized Users may access Client Portal.
3.2.2. Data Ownership and Retention. LPR data and where applicable, booking images, collected by the Customer is considered Customer Data (as defined in the MCA) and is therefore subject to the Customer’s own retention policy. LPR data or booking images that has reached the end of the retention period set by the Customer in ClientPortal or LEARN, will be deleted from ClientPortal or LEARN in accordance with Customer’s retention policy. Customer retains all rights to LPR data and booking images collected by Customer.
3.2.3. Data Sharing. Within ClientPortal or LEARN, Customer has the option share its Customer Data with LEA’s which have a contract with Motorola for LEARN access. ClientPortal customers may also share its Customer Data with other non-LEA customers who have a contract with Motorola for ClientPortal access. If Customer opts, in its sole discretion, to share such data with another customer, the sharing Customer thereby grants to the recipient customer the rights to use such data in accordance with the terms of LEARN or Client Portal, as applicable.
126.96.36.199. LEA Customers. If Customer is an LEA, other similarly situated LEAs that collect their own LPR data and booking images may opt to share such data with Customer using LEARN Such LPR data or booking images generated by other LEAs is considered Third-Party Data (as defined in the MCA), is governed by the retention policy of the respective LEA, and shall be used by Customer only in connection with its use of LEARN. Third-party LPR data or booking data that has reached its expiration date will be deleted from LEARN in accordance with the retention terms of the sharing agency. Non-LEA ClientPortal customers may also share their own LPR data with Customer. Such LPR data generated by other non-LEA customers is considered Third-Party Data (as defined in the MCA), is governed by the retention policy of the respective ClientPortal customer, and shall be used by Customer only in connection with its use of LEARN. Third-party LPR data that has reached its expiration date will be deleted from ClientPortal in accordance with the retention terms of the sharing entity.
188.8.131.52. Non-LEA Customers. If Customer is a non-LEA Customer, other similarly situated ClientPortal customers that collect their own LPR data may opt to share such data with Customer using ClientPortal. Such LPR data generated by other ClientPortal customers is considered Third-Party Data (as defined in the MCA), is governed by the retention policy of the respective ClientPortal customer, and shall be used by Customer only in connection with its use of ClientPortal. Third-party LPR data that has reached its expiration date will be deleted from ClientPortal in accordance with the retention terms of the sharing entity. Non-LEA Customers may also share their LPR data with LEA customers that use LEARN.
3.2.4. Motorola in its sole discretion may deny access to ClientPortal or LEARN to any individual based on such person’s failure to satisfy the requirements set forth hereunder. Customer will ensure no user logins are provided to agents or officers of other local, state, or Federal LEAs without the express written consent of Motorola. Customer will be responsible for all of its Authorized Users, and use of, ClientPortal or LEARN through use of Customer login credentials, including ensuring their compliance with this addendum
3.2.5. Commercial Data Access. If Customer purchases a subscription to Commercial Data, then Customer will execute and agree to the terms of Motorola’s standard Data Sharing Addendum.
3.2.6. CJIS Security Policy. Motorola agrees to support a law enforcement Customer’s obligation to comply with the Federal Bureau of Investigation Criminal Justice Information Services (“CJIS”) Security Policy and will comply with the terms of the CJIS Security Addendum for the term of the Addendum or Ordering Document for the applicable Product. Customer hereby consents to Motorola screened personnel serving as the “escort” within the meaning of CJIS Security Policy for unscreened Motorola personnel that require access to unencrypted Criminal Justice Information for purposes of Product support and development.