R2024-78 Resolution Authorizing the Execution of a Three-Year Agreement and Payment to Lexis Nexis for their Desk Officer Reporting System

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further acknowledges and agrees that such contribution data (a) is available only to Participating Agencies that have authorized the contribution and distribution of their data via such databases and (b) may be used solely for investigative and/or law enforcement purposes and for no other purpose whatsoever. 5.2. For Services that contemplate the sale of Reports, as more specifically described in an Order, Provider shall distribute Reports and/or specific data extracted from the Report to individuals or legal entities("Authorized Requestors")and other authorized law enforcement entities ("Agency Requestors") in accordance with applicable laws, regulations, and/or an order from a court, regulator, tribunal or other authority that has jurisdiction over Agency or Provider. Nothing in this Agreement shall prohibit Provider's Affiliates(defined in Section 15.1,"Affiliates"below)from purchasing Reports from the ecommerce portal set forth in the Order,or from distributing previously purchased Reports and/or specific data extracted from the Report to Authorized Requestors or Agency Requestors in accordance with the terms of the Order and applicable laws, regulations,and/or an order from a court, regulator,tribunal or other authority that has jurisdiction over Agency or Provider.Nothing in this Agreement shall prohibit Affiliates from acquiring Reports from a source other than the ecommerce portal set forth in the Order. 6. TERMS AND TERMINATION. 6.1. Term.This Agreement shall commence upon the Effective Date and shall continue until terminated in accordance with this Agreement. Each Order shall set forth the specified term for the particular Service. 6.2. Termination. 6.2.1. Either Party may terminate this Agreement or any Order for cause if the other Party breaches a material obligation under the terms of this Agreement and fails to cure such breach within thirty(30)days of receiving written notice thereof from the non-breaching Party, provided, however,that if such material breach is of a nature that it cannot be cured, immediate termination shall be allowed. Failure to pay by either Party shall be considered a material default. 6.2.2. Either Party may elect to terminate this Agreement or any Order by providing written notice to the other of such intent,at least ninety(90)days prior to the end of the applicable Order term. 6.2.3. Provider may,upon six(6)months written notice to Agency,terminate any Service that will no longer be supported or offered by Provider. Provider will make reasonable efforts to transition Agency to a similar Service, if available. Further, Provider may at any time cease to provide Agency access to any portions of features of the Services thereof which Provider is no longer legally or contractually permitted to provide. 6.3. Effect of Termination. Upon termination of this Agreement,each Party shall be liable for payment to the other Party of all amounts due and payable for Services provided through the effective date of such termination. Upon receipt of Agency's written request after termination, Provider shall provide Agency with access to Reports provided by Agency under this Agreement and/or data provided through provision of the Services by Agency under an applicable Order so Agency may download and/or copy such information.Provider shall not be obligated to delete from its databases(or from other storage media) and/or return to Agency, Reports already provided to Provider by Agency, and shall be permitted to continue to maintain and distribute the Reports already in its possession to Authorized Requestors in compliance with applicable laws, regulations, and/or an order from a court, regulator, tribunal or other authority that has jurisdiction over Agency or Provider. 7. RELEVANT LAWS. Each Party shall comply with all applicable federal, state, and local laws and regulations related to its performance hereunder, including: 7.1. Driver's Privacy Protection Act.Agency acknowledges that certain Services provided under this Agreement may include the provision of certain personal information data obtained from state Departments of Motor Vehicles("DMV Data")and that such DMV Data may be governed by the Federal Driver's Privacy Protection Act,(18 U.S.C.§2721 et seq.)and related state laws("DPPA"),and that Agency is required to comply with the DPPA,as applicable.Agency acknowledges and agrees that it may be required to certify its permissible use of DPPA or DMV Data at the time it requests information in connection with certain Services and will recertify upon request by Provider. Confidential—Law Enforcement Agreement(Q3.23.V3) Page 4 of 9