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HomeMy WebLinkAboutNearmap US,_Inc./DOCS/$96,000/Mapping Software Services & ArcGIS Integration Subscription - ASACzBmmjtpoMzodi.NdHsbuibu4;23qn-Opw28-3134 DocuSign Envelope ID: 3C2AC1A0-352E-4C87-8ACB-016FB5EE24A8 12/6/2023 12/6/2023 12/6/2023 12/6/2023 RENEWAL QUOTEExhibitA NearmapUS, Inc. 10897SouthRiverFrontParkway, Suite150 SouthJordan, UT84095USA Phone: +1 (801) 6097250 City of Carmel, INQ094346CustomerNameQuoteNumber Contract commences upon 04/26/2024ContractCommencementQuoteExpiry signing ofquote. 36MonthNick CaseySubscriptionTermAccountRep nick.casey@nearmap.com 03/28/2024Net 30SubscriptionStartDatePaymentTerm InvoicePaymentMethod City of Carmel, INCity of Carmel, INBillToShipTo TimothyRenickShane Burnham City Square, One Civic Square,City Hall, One Civic Square, Carmel, Indiana, 46032Carmel, Indiana, 46032 317) 571-2567(317) 571-2459 trenick@carmel.in.govsburnham@carmel.in.gov PRODUCTALLOWANCECOVERAGESEATS Nearmap Now - SubscriptionNANationwideNA Nearmap Oblique forArcGISNANationwideNA ArcGISIntegrationNANANA Nearmap Oblique forGovernmentNANationwideUnlimited Subtotal$96,000.00 Estimated Tax$0.00 TotalUSD $96,000.00 Page 1 of 9 Nearmap US, Inc. DocuSign Envelope ID: 3C2AC1A0-352E-4C87-8ACB-016FB5EE24A8 ACCEPTANCE OF Q094346 will constitute an Agreement with Nearmap By selecting “Yes” or signing below, you acknowledge that (a)(i) the attached terms and conditions will continue to form part of the Agreement with the Licensee, (ii) the Additional Terms and Conditions in the latest signed Quote between the Licensee and Nearmap applies to this Renewal Quote, unless otherwise specified in Schedule 1 of this Renewal Quote, and (iii) the Product-Specific Terms set out in https://www.nearmap.com/us/en/legal/product-agreements applies to this Renewal Quote, (b) you have the authority to agree to this Renewal Quote, c) you agree to pay the fees set forth herein. You acknowledge that the Coverage Area by Nearmap is outlined at https://www.nearmap.com/us/en/current-aerial-maps-coverage. Note: The terms of your Agreement remain the same unless varied by this Renewal Quote. The total in this Renewal Quote is only an estimate of your next invoice. Final credits and amendments to the subscription is dependent upon the date this Renewal Quote is accepted. 1_QuoteAccepted\\d1\\ Signature / Digital Acceptance:Date: tbx_1_Name\\\\tbx_1_Position\\ Full Name:Position: 1_PONPONumber (if required): If printed, please sign, scan and email to: orders.us@nearmap.com Page 2 of 9 Nearmap US, Inc. DocuSign Envelope ID: 3C2AC1A0-352E-4C87-8ACB-016FB5EE24A8 Schedule 1 Additional Payment Terms Amounts payable each year ( Excluding Tax) Year 1: $32,000.00 Year 2: $32,000.00 Year 3: $32,000.00 Additional Terms and Conditions Page 3 of 9 Nearmap US, Inc. DocuSign Envelope ID: 3C2AC1A0-352E-4C87-8ACB-016FB5EE24A8 PLEASEREADTHISPRODUCTSAGREEMENTCAREFULLY.BYACCEPTINGTHISAGREEMENTBYEXECUTINGAQUOTE,YOUAGREETOBEBOUNDBY THISPRODUCTSAGREEMENT,THEQUOTEANDALLTERMSINCORPORATEDBYREFERENCE.IFYOUDONOTAGREETOALLOFTHESETERMS,DO NOTACCESSORUSE,YOUMUSTNOTACCEPTTHISPRODUCTSAGREEMENTANDNOTUSEANYNEARMAPPRODUCTSANDSERVICES. PRODUCTSAGREEMENT Recitals A.Nearmapisaproviderofaerialimageryandlocationdataandassociatedproductsandservices. B.NearmapagreestosupplytheLicenseewiththeProductsdescribedintheQuote,subjecttothetermsofthisagreement,theAdditionalTermsandConditions,Product- SpecificTerms,anySchedulesandtheQuotewhichtogetherconstitutethelegalagreementbetweentheLicenseeandNearmap(the“Agreement”). DefinitionsofcapitalizedwordsaresetoutinsectionB.1717oftheAgreement. inconnectionwiththisAgreementonanyProducts,whichincludesbutisnot 1.GRANTOFLICENSETOUSEPRODUCTS limitedtorunningany: a)machinelearningmodels(includingthemodelformandmodelparameters); 1.1 GrantSubjecttothetermsofthisAgreementandpaymentbytheLicenseeofthe b)outputsofmachinelearningmodels; Fees,NearmapgrantstotheLicenseealimited,non-exclusive,non-transferrable c)softwarethatprocessesortransformsinputdatafortrainingamachinelearninglicensefortheTermtousetheProductsonlyforthePermittedPurpose(the modelorgettingapredictionfromamachinelearningmodelintoaformatsuitableLicense”). fortrainingormakingsuchprediction;or1.2 AuthorizedUsers TheProductsavailableunderthisLicenseareonlytobeused d)softwareusedtotrainamachinelearningmodelorcomputeoutputsofamachinebythetotalnumberofAuthorizedUsers.TheLicenseeshallimplement learningmodelforagivensetofinputdata. reasonablecontrolstoensurethatitdoesnotexceedthenumberofAuthorized 2.5 Nocachingandcreationofdatabase ExceptasexpresslypermittedunderthisUsers.IfthenumberofusersexceedsthetotalnumberofAuthorizedUsers,the Agreement,theLicenseeisnotpermittedto: LicenseewillbeinbreachofthisAgreement. a)useitsaccesstotheProductsunderthisAgreementforthepurposesofcreating1.3 Renewal UnlessotherwisenotifiedbytheLicenseeinwritingatleastthirty(30) adatabaseofimageriesforresale,distribution,sublicense,orothercommercialdayspriortotheexpiryoftheTermofitsintentionnottorenewthisAgreement purposes,orformassdownloadsorbulkfeedsofanyimagery;andandsubjecttoanyamendmentstothisAgreementrequiredbyNearmap,the b)pre-fetch,retrieve,cache,index,orstoreanyContentorportionoftheProducts. Termwillautomaticallyberenewedforsuccessiverenewaltermsoftwelve(12) 2.6 Restrictiononintegrationmethods TheLicenseeisonlypermittedtouseAPImonthseach(eacha“RenewalTerm”). integrationmethods,orotherintegrationmethods,asauthorizedbyNearmapin1.4 ProductUpdates NearmapmayfromtimetotimesupplytheLicenseewitha writing,includingbutnotlimitedtointegrationwiththeLicensee'sorotherthirdProductofnolesserqualitythanthepreviouslysuppliedProductatitsabsolute partyplatformsorsoftware. discretion.IfrequestedbyNearmap,theLicenseemuststopusingany 2.7 LimitsonuseofWebsite IntheLicensee’suseoftheWebsite,theLicenseepreviouslysuppliedProductandusethenewProductfromthedateofdelivery mustnot(withoutthepriorwrittenconsentofNearmap): fromNearmap. a)providealinktoanotherURL; 1.5 AcknowledgeNearmapsource TheLicenseemustexpresslyacknowledge b)uploadcontentorotherinformationtotheWebsite(exceptasnecessarytouseNearmap,inareasonablyprominentmanner(bydisplayingtheNearmaplogoor theProducts); otherappropriateattribution),asthesourceofanyProductorDerivativeWorks c)doanythingtodamage,interfereordisruptaccesstotheWebsiteordoanythingthattheLicenseeuses,copies,modifies,ordistributes.Unlessotherwise whichmightimpairitsfunctionality; permittedinwriting,theLicenseemustnotremoveorcausetoberemovedany d)usetheWebsiteinanywaytosendanyunsolicitedemail(commercialorNearmaplogo,watermark,orotherNearmapattributioninanyProductor otherwise)oranyothermaterialformarketingorpublicitypurposes; DerivativeWorks. e)publish,post,distribute,disseminate,orotherwisetransmit,defamatory, 1.6 DataUseforGovernmentProducts Nearmapmeasuresdatausagebythe offensive,infringing,obscene,indecent,orotherunlawfulorobjectionableLicenseeunderthisLicenseforGovernmentProducts.WhenusingGovernment confidentialmaterialorinformation; Products,Nearmap’sFairUsePolicyregulatestheLicensee'sconsumptionof f)makeavailable,upload,ordistributebyanymeansanymaterialorfilesthatdataduringtheTerm(orRenewalTerm).Thefollowingconditionsalsoapplyto containanyviruses,bugs,corruptdata,“trojanhorses”,“worms”,oranyothertheLicensee'suseofGovernmentProducts: harmfulsoftware; a)theamountofdatausedbytheLicenseeontheGovernmentProductswillbe g)removeanycontentorinformationfromtheWebsite,otherthanthatpermittedmonitoredandthencalculatedattheendofeveryTermorRenewalTermbased underthetermsofthisLicense; onthetotaldataofalluserswhoaccessandusetheLicensee'sNearmapaccount h)falsifythetrueownershipofaProductorothermaterialorinformationmadeduringthatPeriod;and availableviatheWebsite; b)iftheLicenseeelectstodownloadand/orexportGovernmentProductsavailable i)obtainorattempttoobtainunauthorizedaccess,throughwhatevermeans,tothetotheLicenseeontheWebsite,thiswillbeappliedtothecalculationofthe Website; Licensee’suseoftheGovernmentProducts. j)usetheWebsiteotherthaninaccordancewiththisAgreement; 1.7 AllowanceforNon-GovernmentProducts Non-GovernmentProductslicensed k)attemptanyoftheaboveactsorengage,encourageorpermitanotherpersontototheLicenseemaybesubjecttoadditionalAllowance,PeriodicAllowance,or doanyoftheaboveacts;orPeriodicDataAllowancetermsthatarepublishedintheProduct-SpecificTerms, l)provideorallowaccesstotheWebsitewhichexceedsthetotalnumberofandifapplicable,thePeriodicAllowanceSection. AuthorizedUsersinconnectionwithuseoftheProduct. 1.8 Unavailability Subjecttosection12,ifaProductisnotavailableforaperiodof 2.8 Breach IftheLicenseebreachesanyofsections2.1to2.7inclusive,Nearmapthree(3)consecutivedays,theTermwillbeextendedbytheperiodofsuch reservesitsrightstoterminatetheAgreementinaccordancewithsection6.2, unavailability. restricttheLicensee’saccesstotheProducts,andtakeanyotherstepsavailable2.RESTRICTIONSONRIGHTTOUSEPRODUCTS toitatlaw. 2.1 Norighttodistribute,transfer,resell,assignorsublicense ThisLicenseis 3.THELICENSEE’SACCESSTOPRODUCTSANDSERVICESgrantedonlytotheLicensee.TheLicenseemustnotdistribute,transfer,resell, 3.1 AuthorizedUsers AnypasswordissuedbyNearmaptoanAuthorizedUserisassign,rent,lease,orsublicenseanyProductoranyoftheLicensee’srights personalandconfidentialtothatAuthorizedUser.IfNearmapsuspectsthatanyunderthisLicensewithoutNearmap’spriorwrittenconsent. password/IDisbeingusedbyanunauthorizedperson,byadifferentAuthorized2.2 Nothirdpartyaccess UnlessotherwiseprovidedinthisAgreement,the Userwhoisnotthepersontowhomitwasissued,orthenumberofAuthorizedLicenseemustnotmakeanyProductavailableinanymediumormannertoany Usershasbeenexceeded,Nearmapmay: thirdparty(includingbutnotlimitedtotheLicensee’ssubsidiaries,affiliates,any a)cancelthatuser’saccess; lowerorhighertieredgovernmentsandanyneighboringlocalgovernment). b)immediatelyceasetheLicensee’saccesstotheProduct; 2.3 Employees Subjecttosections1.1and1.2,theLicenseemaymakeProducts c)requiretheLicenseetopayforanyadditionalfeesduebasedonthestandardavailabletoanyemployeeoftheLicensee,subjecttothatpersoncomplying NearmapFeesfortheapplicableProduct,inrespectofanysuchunauthorizedwiththetermsoftheAgreementasiftheywereapartytoitandthetotal use;and/ornumberofAuthorizedUsershasnotbeenexceeded.Theseemployeesare d)exerciseanyotherrightavailabletoNearmapunderthetermsofthisAgreementdeemedtobeAuthorizedUsers.TheLicenseeisresponsibleandliableforall oratlaw. AuthorizedUserswhousetheLicensee’saccountaccessdetailsoruse ProductsmadeavailabletotheLicenseeinbreachofthisAgreement,including, withoutlimitation,foranyadditionalfeesthatbecomepayableiftheLicensee exceedsthenumberofAuthorizedUsers. 2.4 Nomachinelearning TheLicenseemustnotconductmachinelearningwork Page4of9 NearmapUS,Inc. DocuSign Envelope ID: 3C2AC1A0-352E-4C87-8ACB-016FB5EE24A8 3.2 Downtime Nearmap will use reasonable efforts to ensure that the Website and (a)the other party breaches any of its obligation under this Agreement capable of APIs remain available but cannot guarantee that this will be the case at all remedy and fails to remedy that breach within fourteen (14) days after receiving notice requiring it to do so; times. Nearmap agrees that, wherever possible, all planned maintenance will be done out of normal Operational Hours to ensure optimal uptime of the (b)the other party breaches any of its obligations under this Agreement incapable of remedy and Content; orWebsite. The Licensee may elect to subscribe to the Nearmap status page at https://status.nearmap.com/ to receive notifications and updates relating to (c)the other party files for protection under bankruptcy laws, makes an assignment for the benefit of creditors, appoints, orsuffers appointment of areceiver ortrusteeplannedmaintenanceanduptime/downtime of the Website and APIs. When Nearmap becomes aware of any Fault, Nearmap will use reasonable efforts to:over its property, files a petition under any bankruptcy or insolvency act, or has a)allocate such resources as may be necessary to remedy the Fault; andany such petition filed against it which is not discharged within sixty (60) days of b)otherwise take all reasonable steps to remedy the Fault so as to minimize any the filing thereof, or admits in writing its inability to pay its debt generally as they disruption to the Licensee’s use of the Products.become due. 3.3 Expiry The Licensee’s License will expire at the end of the Term unless renewed 6.3 Termination by Nearmap Notwithstanding anything else in this Agreement, but subject to section 4.4, Nearmap has the right, in its absolute discretion and uponinaccordancewithsection1.3 and may be suspended or terminated, in giving the Licensee ten (10) Business Days’ notice, to terminate this Agreement. accordance with section 6.2, if the Licensee is in breach of thisAgreement. 3.4 Unauthorized Use Licensee shall take reasonable steps to prevent unauthorized 6.4 Consequences If the Agreement is terminated under sections 6.2 or 6.3 or expires at the end of the Term: access to the Products, including without limitation, protecting its passwords and other log-in information. The Licensee shall notify Nearmap immediately of any (a)the License immediately terminates and the Products will no longer be available to the Licensee; known or suspected unauthorized use of the Products, or breach of its security, b)the Licensee must immediately destroy, delete, or return to Nearmap all Products; and shall use best efforts to stop said breach and minimize the adverse impact of andsaidbreachonNearmap. c)subject to section 7.3, the Licensee and the Authorized Users are not permitted3.5 Audit During the Term of this Agreement, and for two (2) years after termination or expiry of this Agreement, the Licensee shall maintain records regarding its use to use any Products for any purpose. 6.5 Costs Nearmap reserves all rights following termination of this Agreement, of the Products according to its usual record keeping policies and procedures. The Licensee shall permit Nearmap (or its auditors) access to the Licensee’s including any rights available to Nearmap to collect any outstanding Fees which may be owed by the Licensee. The Licensee will be liable for any reasonable legalrecordspertainingtotheLicensee’s use of the Products. Nearmap will give at least thirty (30) days prior written notice of an audit and will not conduct an audit costs incurred by Nearmap in enforcing its rights following termination of this more than once per calendar year unless non-compliance findings are noted, in Agreement. which case the audit period may be extended.6.6 Continuing obligations After expiry or termination of this Agreement, sections 3.6 Audit Findings If an audit results in findings of non-compliance, Nearmap may, 1.5, 2, 4, 6.5, 7, 8, 9, 10, 13, 14, 15, and 17 will still be binding on the Licensee at its discretion:in relation to Products licensed or obtained during the Term. 7.INTELLECTUAL PROPERTYa)invoice any additional license fees due based on the standard Nearmap Fees in place at the time of the original license grant; 7.1 Ownership Unless otherwise indicated, the Website, the Products, the Content, b)recover the reasonable cost of the audit if additional Fees exceed 5% of the and all associated Intellectual Property Rights, data, information, and software Fees paid during the audit period; and are owned by Nearmap and are protected by copyright, moral rights, trademark, c)terminate this Agreement in accordance with section 6.1. Licensee must pay all and other laws relating to the protection of intellectual property. Nearmap reserves invoices issued under this section within thirty (30) days following the date of all of its Intellectual Property Rights. Except for the limited License granted to the invoice or such other period agreed between the parties. Licensee in section 1.1, no ownership or Intellectual Property Rights in the 4.FEES Website, APIs, any Product, or Content will pass or be licensed to the Licensee. 4.1 Fees The Fees payable by the Licensee are set out in the Quote.7.2 Trademarks The Nearmap trademarks and all associated Intellectual Property 4.2 Payment The Fees are payable by the Licensee to Nearmap in the manner and Rights are owned by Nearmap. Nothing in this Agreement confers upon the Licensee any rights to use or modify any of Nearmap’s trademarks, except thatbytheduedate, as set out in the Quote, at the beginning of each Term unless otherwise agreed by Nearmap. Where the Fees are payable by credit card, the Nearmap grants the Licensee a royalty free, limited, non-exclusive, non- transferrable, non-sublicensable license to reproduce and display NearmapLicenseeauthorizesNearmaptochargetheLicensee’s credit card for all purchased Products listed in the Quote for the initial Term and any Renewal Term.trademarks only tothe extent necessary to comply with the Licensee’s obligations under this Agreement. Any such reproduction and display of those marks must4.3 No cancellation Subject to section 4.4, all Fees are non-cancellable and non- refundable, except as expressly set out in this Agreement.comply with the policies and rules Nearmap makes available to the Licensee from 4.4 Refund of Fees If the Licensee is not in breach of this Agreement, and Nearmap time totime. 7.3 Derivative Works Subject to compliance with all other terms of this Agreement, elects to terminate this Agreement under section 6.3, Nearmap will refund the Licensee any pre-paid fees relating to the portion of Term remaining as at the the Licensee is granted a non-exclusive right to produce and use Derivative Works for the Permitted Purpose. Unless otherwise notified to the Licensee bydateoftermination. 4.5 Taxes Unless otherwise stated, Fees and Late Payment Fee do not include any Nearmap, the Licensee may continue using Derivative Works following termination or expiry of this Agreement. For the avoidance of doubt, Nearmap willdirectorindirectlocal, state, provincial, federal, or foreign taxes, levies, duties, or similar governmental assessments of any nature, including value-added, excise, continue to own all rights in and to any Products and Content embedded in a Derivative Work, but all other rights in and to the Derivative Work will belong touseorwithholdingtaxes (collectively, "Taxes"). Licensee is responsible for paying all Taxes, except those assessable against Nearmap based on its income. the Licensee. 8.THIRD PARTY PROVIDERSNearmapwillinvoiceLicenseeforsuchTaxesifNearmapbelievesithasalegal obligation to do so and Licensee agrees to pay such Taxes if so invoiced. 8.1The Licensee acknowledges and accepts that Nearmap engages with Third Party 4.6 Late Payment If a scheduled Fee payment is still overdue after seven (7) days’ Providers in order to provide the Products under this Agreement. The provision of notice from Nearmap, to remedy the payment default, the Licensee agrees that the Products is contingent upon adequate delivery of products and services by Nearmap may immediately limit or terminate access to the Products provided those Third Party Providers and are subject to those Third Party Provider terms under thisLicense. and conditions (as updated from time to time). By entering into this Agreement, the 4.7 Amendments Subject to section 1.3, Nearmap may, at its absolute discretion, Licensee agrees that where applicable they must comply with those terms and increase the price, for the Products at the end of the Term by an amount which conditions which are applicable to the use of those Third Party Providers products, reflects up to the current rate of Inflation plus 2.5%. where incorporated into Nearmap’s Products. Nearmap have set out the type of 5.THE LICENSEE’SWARRANTIES Third Party product or services incorporated into Nearmap’s Products and the relevant Third Party Providers terms and conditions below for reference. 5.1 Warranty The Licensee warrants that: a)Google – https://maps.google.com/help/terms_maps.html in connection with thea)any information the Licensee supplies to Nearmap in respect of the Agreement is use of Google Street Maps; complete and correct. The Licensee must keep Nearmap informed of any change to the Licensee’s information provided to Nearmap, including any change to the b)NASA/NCAS – https://www.nearmap.com/au/en/legal/copyright in connection with Licensee’s contact details, or the details of a credit card used for payment; viewing satellite imagery on the Website; and b)the Licensee will immediately notify Nearmap ofany usage ofany Product outside c)Precisely – https://www.precisely.com/legal/licensing/software-and-data-end-user- the Permitted Purpose, and provide any other information reasonably requested license-agreement in connection with viewing property datasets on the Website by Nearmap; and/or through an API. c)the Licensee has the power to enter into this Agreement and to perform the 9.WARRANTY AND LIABILITY obligations under it; and 9.1 Warranty Nearmap agrees to use industry standard GPS to ensure capturedd)the Licensee has and will comply with all relevant laws relating to the Licensee’s imagery has accurate geographical positioning. use of the: 9.2 DISCLAIMER OF WARRANTIES OTHER THAN AS SET FORTH IN SECTIONi)License; 9.1, THE WEBSITE AND THE PRODUCTS ARE PROVIDED ON AN "AS IS" ii)Products; and AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, iii)Website. TO THE FULLEST EXTENT PERMITTED BY LAW. NEARMAP AND ITS6.TERMINATION AND EXPIRY CONTENT PROVIDERS, THIRD PARTY PROVIDERS, AGENTS, 6.1 Initial Term This Agreement commences on the Commencement Date and MANDATARIES, AND AFFILIATES EXPRESSLY DISCLAIM ANY AND ALLcontinuesuntilexpiryoftheTermunlessterminatedearlierinaccordancewithREPRESENTATIONS, WARRANTIES, CONDITIONS, AND GUARANTEES, the terms of this Agreement or renewed under section 1.3. WHETHER EXPRESS, STATUTORY OR IMPLIED, INCLUDING, BUT NOT6.2 Termination by Either Party Either party may terminate this Agreement with LIMITED TO, ANY IMPLIED REPRESENTATIONS, WARRANTIES, immediate effect by giving notice to the other party if: CONDITIONS, OR GUARANTEES OF MERCHANTABILITY, TITLE, FITNESS Page 5 of 9 Nearmap US, Inc. DocuSign Envelope ID: 3C2AC1A0-352E-4C87-8ACB-016FB5EE24A8 FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND COURSE OF applicable to the Infringement Claim; or DEALING OR PERFORMANCE.(iii)third-party products, services, hardware, software, or other materials, or a 9.3 NO REPRESENTATIONS WHILE NEARMAP USES REASONABLE EFFORTS combination of these with the Products, which would not be infringing TO ENSURE THE ACCURACY, CORRECTNESS AND RELIABILITY OF THE without this combination; or CONTENT, THE PRODUCTS, AND THE WEBSITE, NEARMAP AND ITS (b)ifthe Licensee fails to comply with section 10.2. THIRD PARTY PROVIDERS MAKE NO REPRESENTATIONS, WARRANTIES, 10.4To the maximum extent permitted by law, this section 10 sets out Nearmap’ssole CONDITIONS, OR GUARANTEES AS TO THE ACCURACY, and exclusive liability, and the Licensee’ssole and exclusive remedy, for any third CORRECTNESS, OR RELIABILITY OF ANY PRODUCT OR CONTENT party Infringement Claims brought against the Licensee in relation to an CONTAINED ON THE WEBSITE AND/OR OBTAINED THROUGH ANAPI. infringement of Intellectual Property Rights. 11.PRIVACY POLICYTHEPRODUCTS, THE WEBSITE AND APIs MAY BE SUBJECT TO ERRORS, OMISSIONS, INACCURACIES, AND DISTORTIONS, AND 11.1Nearmap will collect, use, and disclose any personal information supplied by the NEARMAP WILL NOT BE RESPONSIBLE FOR, OR LIABLE FOR ANY Licensee as set out in Nearmap’s Privacy Policy, as amended from time to time, CLAIMS MADE BY OR ARISING OUT OF, ANY PERSON OR ENTITY and currently available at https://www.nearmap.com/us/en/legal/privacy-policy. SEEKING TO RELY ON ANY OF THE PRODUCTS, THE WEBSITE OR APIS. The Licensee hereby consents to those collections, uses, and disclosures. 9.4 LIMIT OF LIABILITY NEARMAP’S LIABILITY FOR: (A) A BREACH OF A 11.2To the maximum extent permittedby law, by entering into this Agreement, the WARRANTY UNDER SECTION 9.1; OR (B) A BREACH OF A Licensee expressly consents to receiving general emails relating to product REPRESENTATION, WARRANTY, CONDITION, OR GUARANTEE WHICH IS updates, new products, or anything related to the usage of the product from IMPLIED OR IMPOSED IN RELATION TO THIS LICENSE UNDER Nearmap, but prior written consent isrequired toreceive by email direct marketing LEGISLATION AND CANNOT BE EXCLUDED, WILL BE LIMITED TO, AT communications from Nearmap. NEARMAP’S OPTION, REPLACING OR REPAIRING THE PRODUCTS OR 11.3By entering into this Agreement, the Licensee acknowledges that personal SUPPLYING PRODUCTS EQUIVALENT TO THE RELEVANT PRODUCTS, OR information provided by the Licensee in the course of accessing Products PAYING THE COST OF REPLACING OR REPAIRING THEPRODUCTS. including, without limitation, credit or debit card details provided by the Licensee 9.5 NO LIABILITY FOR CLAIMS TO THE EXTENT PERMITTED BY LAW, IN NO for the purpose of paying Nearmap) may be disclosed to and held by one ormore EVENT WILL NEARMAP, ITS CONTENT PROVIDERS, AGENTS, of Nearmap’s third party suppliers and partners (including, without limitation, MANDATARIES, OR AFFILIATES BE LIABLE FOR ANY CLAIMS OF ANY KIND providers of payment processing services), and used by those third parties in ARISING FROM OR CONNECTED WITH THE USE OF THE WEBSITE OR connection with the supply of Products. APIS, THE CONTENT OR THE PRODUCTS, OR THE UNAVAILABILITY OF 12.FORCE MAJEURE THE SAME, INCLUDING BUT NOT LIMITED TO, LOSS OF USE, LOSS OF 12.1Force Majeure Event If a party is unable to perform or is delayed in performingPROFITS, OR LOSS OF DATA, AND DIRECT, INDIRECT, INCIDENTAL, an obligation under this Agreement (except for any obligation to pay money, PUNITIVE, AND CONSEQUENTIAL DAMAGES, WHETHER IN CONTRACT, including Fees) because of an act of war, terrorism, hurricane, earthquake, other TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), act of God or of nature, strike or other labor dispute, riot or other act of civil EXTRACONTRACTUAL LIABILITY, OR OTHERWISE. THE LICENSEE IS disorder, embargo, or other cause beyond the performing party’s reasonableRESPONSIBLEFORTHEENTIRECOSTOFALLSERVICING, REPAIR, OR control (“Force Majeure Event”): CORRECTION REQUIRED DUE TO THE LICENSEE’S USE OF THIS a)that obligation issuspended but only so farand for so long as that party isaffectedWEBSITE, THE CONTENT OR THE PRODUCTS. THIS EXCLUSION by the Force Majeure Event; and APPLIES, WITHOUT LIMITATION, TO ANY CLAIMS CAUSED BY OR b)the affected party will not be responsible for any loss or expense suffered orRESULTINGFROMRELIANCEBYAUSERONANYINFORMATIONincurredbytheotherparty, as a result of, and tothe extent that, the affected partyOBTAINEDFROMNEARMAP. is unable to perform, or is delayed in performing, its obligations under this9.6 AGGREGATE LIMIT IN NO EVENT WILL THE AGGREGATE LIABILITY OF Agreement because of the Force Majeure Event. NEARMAP, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING 12.2Notice of Force Majeure Event If a Force Majeure Event occurs, the partyNEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), affected by the Force Majeure Event must: EXTRACONTRACTUAL LIABILITY, PRODUCT LIABILITY, STRICT LIABILITY a)Promptly (when reasonably possible to do so) give the other party notice of theOROTHERTHEORY, ARISING OUT OF OR RELATING TO THE USE OF THE Force Majeure Event and an estimate of the non-performance anddelay; PRODUCTS, THE CONTENT, THE WEBSITE OR THE APIS, EXCEED ANY b)take all reasonable steps to overcome the effects of the Force Majeure Event; and COMPENSATION OR FEE THE LICENSEE HAS PAID, IF ANY, TO NEARMAP c)resume compliance as soon as practicable after the Force Majeure Event noFORACCESSTOORUSEOFTHEPRODUCTSOVERTHETWELVE (12) longer affects it. MONTH PERIOD PRIOR TO THE ALLEGED DEFAULT, BREACH, OR EVENT 13.CONFIDENTIALITYGIVINGRISETOTHELIABILITY. 13.1Subject to any other written agreements between the parties in connection with9.7 Third Party Providers The Licensee acknowledges that Nearmap relies on the this Agreement, any information provided in writing or orally or data provided byservicesofThirdPartyProvidersinordertosupplytheProductsandrelatedeitherpartyunderthisAgreement (“Discloser”) to the other party (“Recipient”) services. Without limiting any of the above, to the fullest extent permitted by and marked or identified as proprietary or Confidential Information shall not beapplicablelaw, Nearmap will not be liable for any loss, damage, or cost of any disclosed for a period of three (3) years from termination or expiry of thiskind, which is caused, or contributed to, by a third party service provider except Agreement, unless mutually agreed in writing by the parties. The parties willtotheextentitwascausedorcontributedbytheacts, defaults or omissions of disclose Confidential Information only to their employees who have a need toNearmap. know for the purposes of this Agreement and who are under a duty of9.8 Indemnity To the extent permitted by law, the Licensee agrees to indemnify confidentiality no less restrictive than the Licensee’s duty hereunder. TheNearmapanditsdirectors, officers, employees, agents, mandataries, and Recipient will protect Confidential Information from unauthorized use, access, orsubcontractors, from and against any and all direct or indirect claims, damages, disclosure inthe same manner as it would protect their own confidential orlosses, liabilities, expenses, and costs (including reasonable attorney’s fees and proprietary information of similar nature and with no less than reasonable care. costs) arising from or out of: 13.2The confidentiality obligations do not apply to the Recipient if: a)the Licensee’sactual oralleged breach of any provisions of this Agreement; a)the Discloser has first agreed in writing to the particular disclosure, use, orb)the Licensee’s use of the Product for any purpose; and copying; c)the Licensee’s use of, or any third party’s use of, or inability to use, any b)the Confidential Information was generally known by or available to the publicDerivativeWorks, including without limitation, any output from the Derivative through no wrongful act of the Recipient or otherwise than as a consequence ofWorks. a breach of this Agreement; 9.9 Notice of claim Nearmap will provide the Licensee with notice of any claim or c)the Confidential Information was received by the Recipient without breach of thisallegation, under section 9.8, and Nearmap has the right to participate in the Agreement from a third party without restriction as to the use and disclosure ofdefenseofanysuchclaimatitsexpense. the Confidential Information; or10.COPYRIGHT COMPLAINTS_________________________________________ d)the disclosure of Confidential Information is legally compelled due to compliance10.1If any third party brings a Claim against the Licensee alleging that the with federal and state laws or an order by acourt. Licensee’s use ofthe Products, in accordance with this License, infringes their 13.3Immediately upon termination or expiry of this Agreement, the Recipient must copyright (“Infringement Claim”), Nearmap will defend the Licensee against at its expense): the Claim and pay any settlement to which Nearmap consents or final court- a)cease all use of the materials and Confidential Information; awarded damages for which the Licensee isliable. b)destroy or return (at the Discloser’s discretion) the Confidential Information to 10.2The Licensee must: the Discloser together with all copies, reproductions and summaries of thea)promptly notify Nearmap of any such Infringement Claim; same; b)not make any admissions in relation to the Infringement Claim without c)destroy all of its notes, memoranda and records (in whatever form) containing, Nearmap's prior written consent; referring to or based on the Confidential Information; c)permit Nearmap to conduct the defense of the Infringement Claim including all d)ensure that any person who receives the Confidential Information by the negotiations for settlement; and Recipient’s authority returns the Confidential Information to the Discloser in anyd)provide Nearmap with any assistance reasonably requested to allow Nearmap form in which it is held or destroys it and gives evidence of its destruction to the to defend the Infringement Claim. Discloser; and 10.3Nearmap will have no liability for any Infringement Claim: e)provide to the Discloser a written certificate confirming compliance with thea)that arises from any: requirements under this section. i)use of the Product in violation of this Agreement; 14.NOTICES ii)modification of the Product by anyone other than Nearmap, or a party 14.1All notices and consents will be in writing and will be considered delivered andauthorizedbyNearmap, in writing to modify the portion of the Product Page 6 of 9 Nearmap US, Inc. DocuSign Envelope ID: 3C2AC1A0-352E-4C87-8ACB-016FB5EE24A8 effective upon receipt (orwhen delivery isrefused) when:Affiliate means, with respect to Nearmap, any entity that controls or is controlled by a)personally delivered;Nearmap, or is under common control with Nearmap. For purposes of this definition, an b)sent by registered or certified mail (postage prepaid, return receipt requested);entity shall be deemed to control another entity if it owns orcontrols, directly or indirectly, c)sent by nationally recognized private courier (with signature required and all at least 50% of the voting equity of another entity (or other comparable interest for an fees prepaid); orentity other than a corporation). d)sent by email with confirmation oftransmission. Allowance means any usage allowance the Licensee is permitted to use and/or drawn 14.2Notices must be sent to the Licensee at the address set forth in the Quote (or if down against for any Licensed Non-Government Products as specified the Quote. API means application programming interface. none is specified, the address to which Nearmap sends invoices) and for Nearmap to 10897 South River Front Parkway, Suite 150, South Jordan, UT Authorized User means the number of persons specified in the “Seats” section of the 84095, USA, or at another address as a party may designate in writing.Quote, who have been granted access to the Product by the Licensee pursuant to the 15.TECHNOLOGY EXPORT term and conditions of this Agreement, and who either has been assigned a unique Nearmap user login credential or whom the Licensee has assigned a user loginTheLicenseeshallnot: (a) permit any third party to access or use the Product in credential that enables access to the Product through the Website orAPI. violation of any U.S. or Canadian law or regulation; or (b) export any software Business Days means any day other than aSaturday, aSunday orarecognized publicprovidedbyNearmap, or otherwise remove it from the United States or Canada, holiday in the State of Utah, USA. except in compliance with all applicable U.S. and Canadian laws and regulations. Claim means any claim, cost (including legal costs on a solicitor and client basis), Without limiting the generality ofthe foregoing, the Licensee shall not permit any damages, debt, expense, tax, liability, loss, obligation, allegation, suit, action, demand, third party to access or use the Product in, or export such software to, a country cause of action, proceeding, or judgment ofany kind, however calculated orcaused, andsubjecttoaUnitedStatesembargo (as of the Effective Date, Cuba, Iran, North whether direct or indirect, consequential, incidental or economic. Korea, Sudan, and Syria) or a Canadian embargo. Commencement Date means (a) for New Subscription Quotes, the date as specified in16.MISCELLANEOUS TERMS the “Contract Commencement” section or the “Subscription Start Date” section of the16.1Nearmap customer Licensee grants Nearmap the right touse Licensee’s name Quote, whichever is later, or (b) for Renewal Quotes or Amendment Quotes, the date asandlogotoidentifyasaNearmapcustomerformarketingorpromotionalspecifiedinthe “Subscription Start Date” section of the Quote. purposes in public or private communications with Nearmap’s existing or Commercial Purpose means to distribute, transfer, sell, sublicense, or passpotentialcustomers, subject to Licensee’s standard trademark usage possession of any Products (in whole or in part) for the purpose of direct commercialguidelinesasprovidedtoNearmapfromtimetotime. benefit or gain by the Licensee. 16.2Additional Terms and Conditions The Additional Terms and Conditions form Confidential Information means the terms of this Agreement, the pricing, and any otherpartof, and should be read in conjunction with, this Agreement. information relating to the business, finances, strategy, methods, processes, products, 16.3Precedence of Documents This Agreement is comprised of: metadata, services or other affairs of a party or its representatives or related bodiesa)the Additional Terms and Conditions under Schedule 1; corporate which is disclosed to, learnt by oraccessed by the Licensee in connection withb)the Quote and attached Schedules; the Agreement, whether before or after the Licensee entered into the Agreement, c)any Product-Specific Terms; and whether orally, electronically, in writing or otherwise. d)this products agreement. Content means any content made available by oron behalf of Nearmap tothe LicenseeIfthereisanyambiguityorinconsistencybetweenthedocumentscomprisinginconnectionwiththeLicense, whether or not through the Website or an API. the Agreement, the document appearing higher in the list will have precedence. Coverage Area means the area specified in the “Coverage” section of the Quote forIftheLicenseepurchasestheProductsthroughareseller, the terms and which Nearmap has available Products, which may cover part or all of that area andconditionsunderthisAgreementwillapply. This Agreement between Nearmap which may cover part (but not all) of the area covered by the Survey. and the Licensee supersedes all terms and conditions attached to the Derivative Work means any new work created by or for the Licensee that incorporates, Licensee’s and/or reseller’s purchase order. embeds, or includes all or part of a Nearmap Product or Content. 16.4Independent Contractors The parties are independent contractors and will so Discloser has the meaning given in section 13.1. represent themselves in all regards. Neither party is the agent of the other, and Fair Use Policy means the policy as attached tothe Quote. neither may make commitments on the other’s behalf. The parties agree that Fault means any fault, failure, error, or defect which prevents the Licensee fromneitherparty’s employee or contractor is an employee of the otherparty. accessing the Products, other than where access is prevented due to a planned16.5Construction The parties agree that the terms of this Agreement result from outage, because of an unforeseeable event beyond Nearmap’s reasonable control ornegotiationsbetweenthem. This Agreement will not be construed in favor of or any conduct or activity undertaken bythe Licensee, the Licensee’semployees, agents, against either party by reason for authorship. ormandataries. 16.6Waiver Neither party will be deemed to have waived any of its rights under this Fees means the fees specified in the Quote, payable by the Licensee for the License, Agreement by lapse of time or by any statement or representation other than by or as otherwise agreed in writing between Nearmap and the Licensee. an authorized representative in an explicit written waiver. No waiver of a breach Force Majeure Event has the meaning given in section 12.1. of this Agreement will constitute a waiver of any other breach of this Agreement. Government Products means any Products specified in the Quote that are described16.7Severability If one or more of the terms of this Agreement are found to be as “Nearmap Vertical for Government” and “Nearmap Oblique for Government” andinvalid, illegal or unenforceable in any respect, the validity, legality and includes any other Products offered by Nearmap for government customers onlyenforceabilityoftheremainingtermswillnotbeaffected. where use of its License is connected to the Fair Use policy. 16.8Amendments Other than as expressly specified in this Agreement, this Infringement Claim has the same meaning given in section 10.1. Agreement may only be varied with the written consent of Nearmap and the Intellectual Property Rights includes all industrial and intellectual property rightsLicensee. throughout the world, including copyright, moral rights, trademarks, patents, rights to16.9Assignment This Agreement shall not be assigned by either party without the protect confidential information, and any other similar rights. prior written consent ofthe other party which shall not be unreasonably withheld; License means the license granted in section 1.1. provided, however, that Nearmap may, upon written notice to the Licensee, Licensee means the person or entity specified in the “Customer Name” section of theassignallofitsrightsunderthisAgreementto (i) a parent, subsidiary or Affiliate Quote. of Nearmap, (ii) a purchaser of all or substantially all assets related to this Nearmap means Nearmap US, Inc. Agreement, or (iii) a third party participating in a merger, acquisition, sale of Non-Government Products means all Products specified in the Quote that do not fallassetsorothercorporatereorganizationinwhichNearmapisparticipating. Any under the definition of Government Products. attempt toassign this Agreement in violation of this provision shall be void and of Operational Hours means 9am to 5pm MT. no effect. This Agreement shall bind and inure to the benefit of the parties and Periodic Allowance or Periodic Data Allowance means the data allowance specifiedtheirrespectivesuccessorsandpermittedassigns. in the “Allowance” section of the Quote unless otherwise agreed in writing between16.10Entire Agreement This Agreement: Nearmap and the Licensee. a)comprises the entire agreement and understanding between the parties on Periodic Allowance Section means section 1.6 (or its equivalent) in the most currenteverythingconnectedwiththesubjectmatterofthisAgreement; and version of the products agreement currently located at here. b)supersedes any prior agreement or understanding on anything connected Permitted Purpose means the use of Products by the Licensee for internal purposeswiththatsubjectmatter. in the Licensee’s ordinary business, and at all times excludes any: 16.11Counterparts This Agreement may consist of a number of counterparts and, if a)Commercial Purpose; so, the counterparts taken together constitute one and the same instrument. b)Unlawful Purpose; This Agreement is not binding on any party unless one or more counterparts c)Integration, or attempt to integrate, the Products in an internal system of thehavebeendulyexecutedby, or on behalf of, Nearmapand the Licensee. Licensee or of a third party; and16.12Language The parties have expressly agreed that this Agreement, and all d)Redistribution or copying of files, images, or photographs, or making such files, ancillary agreements, documents, or notices relating to the Agreement, be images, or photographs available in any medium or manner that is contained indraftedsolelyintheEnglishlanguage. Les parties aux présentes ont the Products to any third party (except as expressly permitted under thisexpressémentconvenuquecetaccordettouteautreconvention, document Agreement). ou avis y afférent soient rédigés en anglais seulement. Products means any Nearmap products specified in the Quote (and further described16.13Governing Law This Agreement will be governed by and construed in on the Website) and, if applicable, the Survey. For the avoidance of doubt, ProductsaccordancewiththelawsoftheStatewheretheLicenseeconductsbusinessincludeContent. without giving effect to the conflicts of laws provisions thereof). Product-Specific Terms means additional terms and conditions that apply to certain17.DEFINITIONS Products, currently located here. In this Agreement: Quote the document produced after the Licensee places an initial order for theAdditionalTermsandConditionsmeanstheadditionaltermsandconditions (if Product(s), requests any changes to its License, or renews its License, which may beany) set out in the Quote. titled "New Subscription Quote", “Renewal Quote” or “Amendment Quote”. Page 7 of 9 Nearmap US, Inc. DocuSign Envelope ID: 3C2AC1A0-352E-4C87-8ACB-016FB5EE24A8 Recipient has the meaning given in section 13.1. Renewal Term has the meaning given in section 1.3. Schedule means a schedule to this Agreement, where such schedule has been incorporated by reference to form part of this Agreement. Subscription Period means the period stated in the “Subscription Period” column of the Quote. Subscription Start Date means the date specified in the “Subscription Start Date” section of the Quote. Term means the term specified in the “Subscription Term” section of the Quote, commencing on the Commencement Date. Where a Subscription Period is stated on the Quote, “Term” means the Subscription Period. Third Party Providers means third party providers of products and services to Nearmap. Unlawful Purpose means any unlawful purpose, including but not limited to stalking, harassing or intimidating any person or engaging in misleading or deceptive conduct. URL means a Uniform Resource Locator. Website means all pages and sub-sites available within the nearmap.com domain. Page 8 of 9 Nearmap US, Inc. DocuSign Envelope ID: 3C2AC1A0-352E-4C87-8ACB-016FB5EE24A8 FAIR USE POLICY General 1.It is important to Nearmap that all customers are able to access the Products and Services. Accordingly, we have devised a Fair Use Policy that applies to the data usage of the Products and Services. 2.In this Fair Use Policy: a.Excessive Use has the meaning given to that term in section 7 of this Fair Use Policy; b.Fair Use Policy means this policy; c.Nearmap, we, us or our means Nearmap US, Inc.; d.Products has the meaning given to that term in Your Nearmap Agreement; e.Services has the meaning given to that term in Your Nearmap Agreement; f.You or Your means any customer of Nearmap; g.Your Nearmap Agreement means the agreement pursuant to which Nearmap provides You with various products and services; and h.Unreasonable Use has the meaning given to that term in section 5 of this Fair UsePolicy. 3.We reserve the right to vary the terms of this Fair Use Policy from time totime. 4.This Fair Use Policy is in addition to Your Nearmap Agreement and in the eventof any inconsistency between the terms of this Fair Use Policy and the terms and conditions of Your Nearmap Agreement, Your Nearmap Agreement prevails. Unreasonable Use 5.We consider Your use ofthe Products and Services unreasonable where You use it in amanner which is reasonably considered by Nearmap tobe fraudulent use, to be contrary to Your Nearmap Agreement or toadversely affect other Nearmap customers’ use of or access to the Products and Services. 6.Among other things, “fraudulent use” includes resupply of the Products and Services without Nearmap’s consent so that someone else may access or use the Products and Services or take advantage of the Products and Services. Excessive Use 7.Excessive Use isa continuing and unreasonably disproportionate use of the Products and Services when compared to other average individual named users. Nearmap’s Rights 8.Where Your use of the Products and Services constitutes Unreasonable Use and/or Excessive Use, Nearmap may contact You to discuss changing Your usage pattern so that it conforms with this Fair Use Policy, or to upgrade to a more suitable Product or Service (ifapplicable). 9.If, after Nearmap has contacted You, Your Unreasonable Use and/or Excessive Use continues, Nearmap may, without further notice toYou: a.restrict Your access to low resolution imagery for the remainder of the month; and/or b.restrict Your access to low resolution imagery for the remainder of the month until Your data allowance is reset at the beginning of the next month (if applicable); and/or c.restrict Your access for the remainder of the month; and/or d.restrict Your access to Nearmap until Your data allowance is reset at the beginning of the next month (if applicable); and/or e.immediately cease Your access to Nearmap; and/or f.exercise any other right available to Nearmap under the terms of Your Nearmap Agreement. Page 9 of 9 Nearmap US, Inc. DocuSign Envelope ID: 3C2AC1A0-352E-4C87-8ACB-016FB5EE24A8 11/8/2023 NEARMAP US INC. SUITE 150 SOUTH JORDAN, UT 84095 - 110262 10897 S RIVER FRONT PKWY City of Carmel ONE CIVIC SQUARE CARMEL, INDIANA 46032-2584 FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997 INDIANA RETAIL TAX EXEMPT CERTIFICATE NO. 003120155 002 0 FEDERAL EXCISE TAX EXEMPT 35-6000972 PURCHASE ORDER NUMBER THIS NUMBER MUST APPEAR ON INVOICES, A/P VOUCHER, DELIVERY MEMO, PACKING SLIPS, SHIPPING LABELS AND ANY CORRESPONDENCE PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION VENDOR SHIP TO PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT EXTENSION DOCS portion for 2024 Dept of Community Service 1 Civic Square Carmel, IN 46032- 370447 UNITPRICEDESCRIPTIONUNITOFMEASUREQUANTITY Page 1 of 1 82267 1192Department:101Fund:General Fund 43-515.02Account: Mapping SoftwareService1 $5,333.33 $5,333.33Each 5,333.33SubTotal 5,333.33 Send Invoice To: PLEASE INVOICE IN DUPLICATE DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT SHIPPING INSTRUCTIONS SHIP PREPAID. C.O.D. SHIPMENT CANNOT BE ACCEPTED. PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO. THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945 PAYMENT A/P VOUCHER CANNOT BE APPROVED FOR PAYMENT UNLESS THE P.O. NUMBER IS MADE A PART OF THE VOUCHER AND EVERY INVOICE AND VOUCHER HAS THE PROPER SWORN AFFIDAVIT ATTACHED. I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER. CONTROL NO. 110262 ORDERED BY TITLE CONTROLLER Dept of Community Service 1 Civic Square Carmel, IN 46032- Mike Hollibaugh James Crider Director Director of Administration DocuSign Envelope ID: 3C2AC1A0-352E-4C87-8ACB-016FB5EE24A8 11/13/2023 NEARMAP US INC. SUITE 150 SOUTH JORDAN, UT 84095 - 110269 10897 S RIVER FRONT PKWY City of Carmel ONE CIVIC SQUARE CARMEL, INDIANA 46032-2584 FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997 INDIANA RETAIL TAX EXEMPT CERTIFICATE NO. 003120155 002 0 FEDERAL EXCISE TAX EXEMPT 35-6000972 PURCHASE ORDER NUMBER THIS NUMBER MUST APPEAR ON INVOICES, A/P VOUCHER, DELIVERY MEMO, PACKING SLIPS, SHIPPING LABELS AND ANY CORRESPONDENCE PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION VENDOR SHIP TO PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT EXTENSION Engr Portion for 2024 City Engineering's Office 1 Civic Square Carmel, IN 46032- 370447 UNITPRICEDESCRIPTIONUNITOFMEASUREQUANTITY Page 1 of 1 Laurie Slick 82321 2200Department:2200Fund:Motor Vehicle Highway 43-515.02Account: Mapping Software Service - Engineering portion for20241 $5,333.33 $5,333.33Each 5,333.33SubTotal 5,333.33 Send Invoice To: PLEASE INVOICE IN DUPLICATE DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT SHIPPING INSTRUCTIONS SHIP PREPAID. C.O.D. SHIPMENT CANNOT BE ACCEPTED. PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO. THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945 PAYMENT A/P VOUCHER CANNOT BE APPROVED FOR PAYMENT UNLESS THE P.O. NUMBER IS MADE A PART OF THE VOUCHER AND EVERY INVOICE AND VOUCHER HAS THE PROPER SWORN AFFIDAVIT ATTACHED. I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER. CONTROL NO. 110269 ORDERED BY TITLE CONTROLLER City Engineering's Office 1 Civic Square Laurie Slick Carmel, IN 46032- Jeremy Kashman James Crider Director Director of Administration DocuSign Envelope ID: 3C2AC1A0-352E-4C87-8ACB-016FB5EE24A8 ICity®f Carme INDIANA RETAIL TAX EXEMPT CERTIFICATE NO. 003120155 002 0 FEDERAL EXCISE TAX EXEMPT ONE CIVIC SQUARE 35-6000972 CARMEL, INDIANA 46032-2584 ORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997 Page 1 of 1 PURCHASE ORDER NUMBER 110251 THIS NUMBER MUST APPEAR ON INVOICES, AIP VOUCHER, DELIVERY MEMO, PACKING SLIPS, SHIPPING LABELS AND ANY CORRESPONDENCE PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION 11/7/2023 370447 Nearmap renewal NEARMAP US INC. ICS VENDOR 10897 S RIVER FRONT PKWY SHIP 10701 N. College Ave, Ste A SUITE 150 TO Carmel, IN 46280- SOUTH JORDAN, UT 84095 - Timothy Renick (317) 571-2576 PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT 82221 QUANTITY UNIT OF MEASURE DESCRIPTION UNIT PRICE EXTENSION Department: 1115 Fund: 101 General Fund Account. 43-404.02 1 Each Renewal quote Send Invoice To: ICS Timothy Renick 10701 N. College Ave, Ste A Carmel, IN 46280- 317)571-2576 DEPARTMENT 5,333.33 $5,333.33 Sub Total $5,333.33 AO PLEASE INVOICE IN DUPLICATE ACCOUNT PROJECT PROJECTPROJECTPROJECT ACCOUNT AMOUNT PAYMENT $5,333.33 SHIPPING INSTRUCTIONS * A/P VOUCHER CANNOT BE APPROVED FOR PAYMENT UNLESS THE P.O. NUMBER IS MADE A PART OF THE VOUCHER AND EVERY INVOICE AND VOUCHER HAS THE PROPER SWORN SHIP PREPAID. AFFIDAVIT ATTACHED. I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN C.O.D. SHIPMENT CANNOT BE ACCEPTED. THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER. PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL - THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945 AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO. ORDERED BY Timothy Renick James Crider TITLE Director Director of Administration CONTROL NO. 110251 CONTROLLER DocuSign Envelope ID: 3C2AC1A0-352E-4C87-8ACB-016FB5EE24A8 11/7/2023 NEARMAP US INC. SUITE 150 SOUTH JORDAN, UT 84095 - 110250 10897 S RIVER FRONT PKWY City of Carmel ONE CIVIC SQUARE CARMEL, INDIANA 46032-2584 FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997 INDIANA RETAIL TAX EXEMPT CERTIFICATE NO. 003120155 002 0 FEDERAL EXCISE TAX EXEMPT 35-6000972 PURCHASE ORDER NUMBER THIS NUMBER MUST APPEAR ON INVOICES, A/P VOUCHER, DELIVERY MEMO, PACKING SLIPS, SHIPPING LABELS AND ANY CORRESPONDENCE PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION VENDOR SHIP TO PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT EXTENSION Street Department 3400 W. 131st Street Carmel, IN 46074- 317) 733-2001 370447 UNITPRICEDESCRIPTIONUNITOFMEASUREQUANTITY Page 1 of 1 Matt Higginbotham 82217 2201Department:2201Fund:Motor Vehicle Highway FND 43-509.00Account: ArcGIS IntegrationSubscription1 $5,333.33 $5,333.33Each 5,333.33SubTotal 5,333.33 Send Invoice To: PLEASE INVOICE IN DUPLICATE DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT SHIPPING INSTRUCTIONS SHIP PREPAID. C.O.D. SHIPMENT CANNOT BE ACCEPTED. PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO. THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945 PAYMENT A/P VOUCHER CANNOT BE APPROVED FOR PAYMENT UNLESS THE P.O. NUMBER IS MADE A PART OF THE VOUCHER AND EVERY INVOICE AND VOUCHER HAS THE PROPER SWORN AFFIDAVIT ATTACHED. I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER. CONTROL NO. 110250 ORDERED BY TITLE CONTROLLER Street Department 3400 W. 131st Street Carmel, IN 46074- Lee Higginbotham 317) 733-2001 Commissioner DocuSign Envelope ID: 3C2AC1A0-352E-4C87-8ACB-016FB5EE24A8 City of Carmel ONE CIVIC SQUARE CARMEL, INDIANA 46032 INDIANA RETAIL TAX EXEMPT CERTIFICATE NO. 003120155 002 0 FEDERAL EXCISE TAX EXEMPT 35-6000972 FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 199t PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. 11 /8/2023 370447 PAGE 1 PURCHASE ORDER NUMBER W10159 THIS NUMBER MUST APPEAR ON INVOICES, A/P VOUCHER, DELIVERY MEMO, PACKING SLIPS, SHIPPING LABELS AND ANY CORRESPONDENCE. DESCRIPTION NEARMAP US INC CARMEL WATER OPERATIONS VENDOR 10897 South River Front Parkway Ste SHIP 3450 W 131st STREET South Jordan UT 84095 TO CARMEL, IN 46074 CONFIRMATION I BLANKET I CONTRACT QUANTITY I UNIT OF MEASURE I DESCRIPTION 1.00 Each service Department PAYMENTTERMS I FREIGHT UNIT PRICE EXTENSION 5,333.33 5,333.33 01-6360-08 PLEASE INVOICE IN DUPLICATE Credit 0.00 Account Project Project Account AMOUNT PAYMENT 5,333.33 SHIPPING INSTRUCTIONS • A/P VOUCHER CANNOT BE APPROVED FOR PAYMENT UNLESS THE P.O. NUMBER IS MADE A PART OF THE VOUCHER AND EVERY INVOICE AND SHIP PREPAID VOUCHER HAS THE PROPER SWORN AFFADAVIT ATTACHED. C.O.D. SHIPMENTS CANNOT BE ACCEPTED ' I HEREBY CERTIFY THAT THERE IS AN OBLIGATED BALANCE IN PURCHASE ORDER NUMBER MUST APPEAR ON ALL THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER. SHIPPING LABELS THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99. ACTS 1945 AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO. ORDERED BY TITLE , DOCUMENT CONTROL NO. W10159 CLERK -TREASURER DocuSign Envelope ID: 3C2AC1A0-352E-4C87-8ACB-016FB5EE24A8