CONTRACT 6395A AmendmentDocuSign Envelope ID: B48C1DBD-D4D4-44FA-9192-59E8E3185EE9
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FIRST AMENDMENT TO
AGREEMENT NO. 6395 BETWEEN
THE CITY OF EL SEGUNDO AND
VERITONE, INC.
THIS FIRST AMENDMENT ("Amendment") to Agreement No. 6395 (the "Agreement") is
made and entered into this 8`h day of June 2023, by and between CITY OF EL SEGUNDO, a
general law city and municipal corporation existing under the laws of California ("CITY"), and
VERITONE, INC., ("CONSULTANT"). The parties agree as follows:
The parties desire to amend AGREEMENT Section 3 to amend the term to reflect
July 1, 2023, to June 30, 2024.
2. The Amendment may be executed in any number of counterparts, each of which will
be an original, but all of which together constitutes one instrument executed on the
same date. In accordance with Government Code § 16.5, the Parties agree that this
Amendment and related documents in connection with this Amendment will be
considered signed when the signature of a party is delivered by electronic
transmission. Such electronic signature will be treated in all respects as having the
same effect as an original signature.
Except as modified by this Amendment, all other terms and conditions of the
Agreement will remain the same.
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DocuSign Envelope ID: B48C1DBD-D4D4-44FA-9192-59E8E3185EE9
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Agreement No. 6395A
IN WITNESS WHEREOF the parties hereto have executed this Amendment the day and
year first hereinabove written.
CITY OF EL SEGUNDO
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Chief of Police
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City Clerk
APPROVED AS TO FORM:
MARK . HENSLEY, CITY ATTORNEY
Joaqu Vazquez,
Assis Int City Attorney
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InsurarAe Approval:
Manager
VERTIONE, INC.
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Jon Gacek,
Senior Vice President and General Manager
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Mike Zemetra,
Chief Financial Officer
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DocuSign Envelope ID: B48C1DBD-D4D4-44FA-9192-59E8E3185EE9 Agreement No. 6395A
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VERITONE.
LICENSE AGREEMENT
This License Agreement ("Agreement") is entered into as of the date of the last signature below ("Effective Date") by and between
Veritone, Inc. (for itself and/or its subsidiaries), having an office located at 5291 California Ave., Suite 300, Irvine, CA 92617 ("Veritone")
and the entity listed under Licensee Information below ("Licensee"), with respect to license(s) to Veritone's Platform and related
Services.
1. Master License Terms and Conditions. This Agreement is governed by the Veritone Master License Terms and Conditions (GLC) at
htt s. ,�nlgck.veritone.eom license Tprms Rkc (the "Terms and Conditions"), which are incorporated herein by reference. In the
event of any conflict or inconsistency between the provisions of this Agreement and the provisions contained in the Terms and
Conditions, the provisions of this Agreement shall govern and control. Capitalized terms used but not defined herein shall have the
meanings ascribed to them in the Terms and Conditions.
Contact Application. During the Term, Veritone grants to Licensee a right and license to access and use the Contact Application,
subject to the terms of this Agreement. Licensee acknowledges that the Contact Application is intended to be used by Licensee only
as a tool to support Licensee's compliance efforts related to the collection and submission of data under the California Racial and
Identity Profiling Act ("RIPA"). Licensee is solely responsible for its compliance with RIPA, including validating that the data collected,
generated and/or submitted by Licensee utilizing the Contact Application meets RIPA requirements, and managing data retention
and deletion in accordance with RIPA requirements. Veritone makes no representations or warranties as to the accuracy,
completeness or sufficiency of data collected and/or generated by Licensee utilizing the Contact Application or as to compliance with
RIPA requirements.
3. DOJ Submissions. Licensee will be permitted to integrate the Contact Application with Licensee's systems for the purposes of
submission of data to the State of California Department of Justice ("DOJ"). Licensee will be responsible for the configuration and
maintenance of all interfaces required to integrate the Contact Application with Licensee's systems, in accordance with the
requirements, instructions and/or guidelines communicated by Veritone in writing from time to time. Licensee agrees to provide
information regarding Licensee's systems as reasonably required by Veritone to assist Licensee in connection with the integration.
Veritone will not be responsible for any delay or failure in the submission of data to the DOJ caused by Licensee's failure to configure
and/or maintain the required integration. Veritone and Licensee will agree in writing to the exact date on which the automated
submission of data to the DOJ through the integration will be activated.
4. Users. The number of users specified in the table above reflects the number of sworn officers designated by Licensee to access and
use the Contact Application (each, a "User"). Licensee shall also be permitted to designate additional non -sworn officer personnel
(i) as "administrators," as reasonably necessary to administer Licensee's use of the Contact Application (each, an "Administrator"),
and (ii) as "reviewers," as reasonably necessaryto perform the reviewer function within the Contact Application (each, a "Reviewer").
If at any time during the Term, Licensee adds Users in excess of the number specified in the table above, Licensee will notify Veritone
in writing, and Licensee will be charged additional license fees at the per -User rate specified above, prorated for the period of time
commencing on the date each additional User is provided access to the Contact Application and continuing through the remainder
of the Term. Upon request by Veritone, Licensee shall periodically provide reports to Veritone of the numbers of Users,
Administrators and Reviewers who have access to the Contact Application. Veritone shall have the right, upon at least 15 days prior
written notice to Licensee and at reasonable times, to examine Licensee's records for the purpose of verifying the foregoing.
5. Payment Terms. The total license fees for the initial number of Users will be invoiced upon execution of this Agreement and will be
due and payable upon receipt of invoice. If Users are added by Licensee during the Term, Veritone will invoice Licensee for the
additional license fees for such Users, calculated as set forth in Section 4 above, and any such invoices will be due and payable upon
receipt of invoice. All amounts are stated and payable in U.S. dollars.
DocuSign Envelope ID: B48C 1 DBD-D4D4-44FA-9192-59E8E3185EE9
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Agreement No. 6395A
6. Data Deletion. Upon expiration of the Term, Veritone will provide Licensee with continued access to the Contact Application for a
period of up to thirty (30) days to allow Licensee to export all Licensee Content from the Contact Application for Licensee's data
retention purposes. Licensee Content will be exported in the format generally made available by Veritone, unless a different format
is expressly agreed by the parties in writing, which Licensee acknowledges may be subject to additional fees. Upon Veritone's
request, Licensee will provide Verltone with written confirmation that Licensee has exported all Licensee Content. Licensee expressly
acknowledges and agrees that Veritone will permanently delete any and all Licensee Content upon expiration of such thirty (30) day
period.
7. Authority. The person executing this Agreement on behalf of each party represents and warrants that he or she has full authority
to execute the same on behalf of such party, and that no other actions or approvals are required for such party to enter into this
Agreement and perform its obligations hereunder.
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APPROVED