DATA ACCESS AND LICENSE AGREEMENT
THIS DATA ACCESS AND LICENSE AGREEMENT is made and entered into on this
__day of ________, 199__, by and between Johnson County, Kansas, a municipal government under the laws of the state of Kansas (hereinafter referred to as the County) and , a __________________ organized under the laws of the state
of Kansas with its principal offices located at
_____________________________________________
_____________________________________________
_____________________________________________
(hereinafter referred to as Licensee).
WHEREAS, the County, pursuant to its governmental and proprietary functions, does have and maintain, by and through
its elected and appointed offices, a global positioning system (GPS) base station and provide computer related data; and
WHEREAS, the data generated is potentially beneficial to the operations of many departments and agencies within and
without Johnson County Government; and
WHEREAS, Licensee has requested access to, and use of, data and
information operated by the County; and
WHEREAS, the County considers the data to be public information; and
WHEREAS, the County may charge fees associated with providing such access to in computerized format; and
WHEREAS, the County and Licensee desire to enter into a licensing agreement for the access to, and use of, the County's
data by Licensee.
NOW, THEREFORE, in consideration of the mutual promises and covenants contained in this Agreement,
the County and Licensee expressly agree that:
I. LICENSE
A. GRANT. The County hereby grants to Licensee and Licensee hereby accepts, upon the express terms and conditions
contained in this Agreement, a non-exclusive, revocable and non-transferable license to obtain access to, and use of, the computerized data and information described in Part II of this Agreement, in a form and format prescribed by
the County, for the uses and purposes authorized under this Agreement.
B. SCOPE AND APPLICATION. The License granted
under this Agreement shall be effective upon its acceptance and execution by the County and shall remain in effect, unless sooner revoked or terminated, January 1 through December 31 of the effective year.
1. ACCESS. Pursuant to the terms and conditions of this Agreement, Licensee shall be provided access to obtain the data
via an Internet connection. Except as otherwise provided in Part II or Part VI of this Agreement, Licensee shall not be entitled to any modifications, up-dates, renewals, additional data, or information under the License granted by
this Agreement. Licensee shall provide all equipment and software necessary for its own connection to the Internet
2. USE. Subject to the terms, conditions, and prohibitions contained in this Agreement, Licensee shall be entitled
to use the data and information provided under this License for any authorized use throughout the term of the License.
3. TRANSFER. This License is expressly non-transferable and Licensee shall not transfer any interest, entitlement, or obligation under this Agreement to any other person or entity.
4. RENEWAL. This License may be renewed annually upon proper application to, and agreement by, the County.
II. DATA AND INFORMATION
A. DESCRIPTION. This Agreement and the License granted by this Agreement shall
apply to the following described data and information files and systems and no others.
B. DISCLAIMER OF ACCURACY AND WARRANTIES. Licensee shall, and hereby does, knowingly accept the data and information
"as-is," and the County expressly disclaims any representation or warranty as to the completeness or accuracy of the data or information. Further, the County expressly disclaims any representation or warranty as to
the suitability of the data or information for any use intended by Licensee.
C. RELEASE. Licensee expressly releases
and agrees to hold the County, its officials, agencies, and employees, harmless from any and all claims or damages arising out of the use of the data or information, the accuracy of the data or information, or any
reliance
on the data or information. Licensee expressly agrees that it assumes all risk for use and reliance upon the data and information.
D. TITLE. The custody and title and all other rights and interests in the data and information obtained under this
Agreement, and the content thereof, are and shall at all times remain with the County and with the offices or officials of Johnson County, Kansas, having official custody of the data and information. Licensee shall not assign,
sub-license, or otherwise transfer its rights hereunder, and any such attempted transfer
shall be void.
E. BASE
STATION HOURS OF OPERATION. Base station hours of operation are established and posted on the GPS base station Internet Web site. Notification will be posted prior to any change in hours. No other notification will be given.
Johnson County will not be responsible for unplanned outages, including, but not limited to, system crashes, power failures, equipment failures, or acts of nature. Johnson County will make reasonable efforts to ensure proper
operation of GPS base station equipment.
The United States Global Positioning System is operated and managed by the United States Government. No
warranty or claim is made regarding accuracy or fitness of use or future availability of the United States GPS System.
III. FEES AND COSTS
It is the County's intent to recover direct costs of making the GPS base station data available to the public. As such, a
data access fee has been established. This fee will be re-evaluated annually and adjusted based on current cost estimates. The adjusted fee will be declared prior to annual renewal of this Agreement.
Licensee shall and hereby agrees to pay to the County, as a license fee for access to the
GPS data and information, the following designated amounts:
IV. PURPOSE AND USE OF DATA
A. REPRESENTATIONS. Licensee hereby represents that the data and information
shall be used for the following purposes and no others:
Global Positioning System (GPS) surveys, data, collection, mapping, and post
processing.
B.
LICENSEE USE ONLY. Licensee agrees that its use of the data will be for Licensee's internal needs.
C. DATA SHARING. As a part of this License, Licensee shall, and hereby expressly
agrees to, provide to the County that data and information that is developed and maintained by Licensee as an integral part of Licensee's global positioning system
including any and all: Such data and information shall be
provided to the County in formats as specified by the County, in a format satisfactory for compliance with the programming specifications approved by the County, and at no cost to the County. Any data or information provided to the
County by Licensee shall be and become property of the County, without condition or limitation.
V. TERMINATION
In the event that Licensee shall at any time default in the payment of any amounts due to the County hereunder or neglect, fail,
or refuse to comply with or otherwise violate or breach any of the terms of this Agreement, the County may, at its option, elect to terminate this Agreement immediately. Licensee may, subject to the provisions of this Agreement, at
its option, provide written notice to the County of its intent to terminate its License and to extinguish its rights to the access and use of the data and information provided under this Agreement. Upon submission of such notice,
the License granted by this Agreement shall terminate, and Licensee shall adhere and comply with the restrictions on use of information contained in this Agreement.No refund of fees will be allowed in the event of termination of
this License. Failure by Licensee to renew this agreement by December 31 of the agreemen year shall automatically terminate the agreement on January 1 of the following year.
VI. MISCELLANEOUS
A. The waiver of any breach of any provision of this Agreement shall not constitute a waiver of any subsequent breach of the same or other provisions herein.
B. This Agreement contains the entire understanding between the parties and supersedes all prior agreements or understandings
between the parties with respect to the subject matter hereof.
C. Any modification or waiver of any provision in this Agreement shall not be effective unless made in writing.
D. This Agreement shall be governed by and construed in accordance with the
laws of the State of Kansas.
LICENSEE
By: ________________________________
Date ________________________________
JOHNSON COUNTY, KANSAS
By: ________________________________
Date ________________________________
APPROVED AS TO FORM:
By: ________________________________
Date ________________________________
EFFECTIVE DATE: ________________________________