HomeMy WebLinkAboutVeritone 2021-08-25 NOT FULLY EXECUTEDLICENSE 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 a principal office located at 575 Anton Boulevard, Suite 100, Costa Mesa, CA 92626
(“Veritone”) and the entity listed under Licensee Information below (“Licensee”), with respect to license(s) to Veritone’s aiWARETM
Platform and related Services.
LICENSEE INFORMATION
Agency Name: Ukiah Police Department Billing Contact Information
Agency Address: 300 Seminary Ave, Ukiah, CA 95482 Contact Name:
Contact Name: Cedric Crook Contact Phone:
Phone: 707-463-6771 Contact Email:
Email: ccrook@cityofukiah.com Email for Invoices:
LICENSE AND SERVICES DETAILS
Term: Start Date: 8/16/2021 End Date: 8/15/2022
Services Description License Fees
Illuminate
Application
§aiWARE Platform access
§Veritone Illuminate Application
§Cognitive Processing:
- Includes up to a total of 300 hours of Transcription (English) (with
speaker separation) processing during the Term
- Additional hours of such processing will be charged at a rate of
$5.00 per hour of media processed
§3 Users
- Licensee may add additional Illuminate users by submitting a
written request to Veritone (email deemed sufficient). License
Fee will be increased by $1,000.00 for each additional user
$3,000.00
Redact Application §aiWARE Platform access
§Veritone Redact Application
§Cognitive Processing:
- Includes up to a total of 50 hours of media uploaded by Licensee
to the Redact Application during the Term
- Additional processing will be charged at a rate of $100.00 per
hour of media uploaded to the Redact Application
$5,000.00
Contact Application §Veritone Contact Application
- 32 Users (See Section 6 below)
- Web-based “train the trainer” session for primary administrator
$100.00 per User per year
Training and Support Standard webinar training and onboarding; technical support via email
and in-app chat for Contact Application
Included
TERMS AND CONDITIONS
1.Master License Terms and Conditions. This Agreement is governed by the Veritone Master License Terms and Conditions (GLC) at
https://unlock.veritone.com/license-terms-glc (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.
2.Applications and Cognitive Processing. During the Term, Veritone will provide Licensee with access to the Applications and
associated cognitive processing specified above. Cognitive processing will be via an automated process within the Platform.
Cognitive processing in the Illuminate Application will be calculated based on the hours of media processed by a single cognitive
engine in each cognitive category specified above. Licensee will be responsible for uploading media in a format reasonably required
by Veritone in order to ingest and process the media through the Applications. Licensee represents and warrants that it has the right
to furnish to Veritone and to use such media in connection with Licensee’s use of the Platform and Services.
3.Limitations. Licensee acknowledges that the Redact Application is intended to be used by Licensee only as a tool to support review
and redaction of audio files and/or video footage, and the Redact Application and the results generated therefrom should not be
considered or relied upon as a substitute for Licensee’s customary review and redaction procedures. Licensee acknowledges that
PO Nos. 47424 & 47425
there are inherent limitations in artificial intelligence technologies, and Veritone makes no representations or warranties as to the
accuracy, quality, sufficiency or usefulness of the results generated by the Redact Application. Licensee is solely responsible for
verifying all results generated by the Redact Application as part of its customary review and redaction procedures.
4.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.
5.DOJ Submissions. With respect to the use of the Contact Application, 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.
6.Contact Users. With respect to the Contact Application, 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 necessary to 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.
7.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 Veritone 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.
8.Payment Terms. The License Fees (including the total license fees for the initial number of Users of the Contact Application) will be
invoiced upon execution of this Agreement and will be due and payable upon receipt of invoice. Thereafter, with respect to all non-
Contact Application fees, subject to credit approval, Veritone will submit invoices on a monthly basis for the additional processing
fees incurred during the previous month, and/or the additional License Fee for users added during the previous month (if any), and
such invoices will be due and payable by the first day of the month following the invoice date. Notwithstanding the foregoing, if the
total additional processing fees incurred during a calendar month are less than $50.00, Veritone may, in its sole discretion, delay
invoicing of such additional processing fees until the total additional processing fees incurred but not yet invoiced exceed $50.00.
With respect to additional Contact Application Users, 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 6 above, and any such invoices will be due and payable
upon receipt of invoice. All amounts are stated and payable in U.S. dollars.
9.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.
ACCEPTED AND AGREED BY:
VERITONE, INC. LICENSEE
Signature: Signature:
Name: Name:
Title: Title:
Date: Date:
Sage Sangiacomo
City Manager
Aug 25, 2021
Veritone - UPD License Agreement PO 47424 &
47425
Final Audit Report 2021-08-25
Created:2021-08-25
By:Kristine Lawler (klawler@cityofukiah.com)
Status:Signed
Transaction ID:CBJCHBCAABAAb4VzP-r8FJEcbb1khauv1XINgfQkLG9v
"Veritone - UPD License Agreement PO 47424 & 47425" History
Document created by Kristine Lawler (klawler@cityofukiah.com)
2021-08-25 - 2:52:53 PM GMT- IP address: 12.12.163.2
Document emailed to Sage Sangiacomo (ssangiacomo@cityofukiah.com) for signature
2021-08-25 - 2:53:36 PM GMT
Email viewed by Sage Sangiacomo (ssangiacomo@cityofukiah.com)
2021-08-25 - 3:18:35 PM GMT- IP address: 12.12.163.2
Document e-signed by Sage Sangiacomo (ssangiacomo@cityofukiah.com)
Signature Date: 2021-08-25 - 3:22:30 PM GMT - Time Source: server- IP address: 12.12.163.2
Agreement completed.
2021-08-25 - 3:22:30 PM GMT