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THE CITY OF <br /> m 'flu <br /> pLEASANTONC <br /> City of Pleasanton <br /> Geographic Information System Data Sharing/License Agreement <br /> This License Agreement is entered into by and between the CITY OF PLEASANTON, a <br /> municipal corporation ("CITY"), and the TRI VALLEY CONSERVANCY, a not-for- <br /> profit 501 (c)(6) organization ("Licensee"), on this 22nd day of April 2005. <br /> Recitals <br /> WHEREAS, the Licensee wishes to use the CITY's digital Geographic Information <br /> System ("GIS") parcel map, centerlines, sphere-of-influence and city limit data ("GIS <br /> Data") for purposes of developing a county-wide GIS map for the Tri Valley <br /> Conservancy("digital map project"); and <br /> WHEREAS, the maintenance of consistent GIS information throughout Alameda County <br /> would benefit the City. <br /> NOW, THEREFORE,the parties agree as follows: <br /> 1.License <br /> A. Grant of License. Subject to the terms and conditions of this Agreement, the <br /> City agrees to grant to the Licensee, and the Licensee accepts from the City, a <br /> nonexclusive and non-transferable license to use and distribute GIS Data, <br /> attached hereto in hardcopy as Exhibit A, and described in the appended <br /> Metadata pages, attached hereto as Exhibit B. The Licensee acknowledges <br /> and agrees that, subject to the rights granted to the Licensee under this <br /> Agreement, all rights, title and interest in and to the GIS Data and all related <br /> materials are and shall at all times remain the sole and exclusive property of <br /> the City. <br /> B. Restrictions on Use. The Licensee is authorized to use the GIS Data only for <br /> the purposes of the Licensee's development of the digital map project. Except <br /> as provided in this section, the Licensee agrees that it will not use or permit <br /> the GIS Data to be used in any manner, whether directly or indirectly, that <br /> would enable any other person or entity to use the GIS Data. <br /> a. Exceptions to Restrictions on Use. GREENINFO NETWORK, the <br /> Licensee's consultant, may load and use the GIS Data on its own <br /> computer equipment and may distribute the GIS Data to the Licensee <br /> for the development of the digital map project. <br /> C. Term. The license under this Agreement shall be effective from the date of <br /> the City's delivery of the GIS Data to the Licensee and shall remain in force <br /> until terminated by the City. <br /> D. Data Format. The City shall provide to the Licensee the GIS Data in a <br /> digital format. <br /> Geographic Information System Data Sharing/License Agreement 1 <br /> 0' <br />