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<br />c) Accordingly, neither the Contractor nor its employees, agents, or suppliers shall have any
<br />proprietary interest in such Developed Works. The Developed Works may not be utilized,
<br />reproduced or distributed by or on behalf of the Contractor, or any employee, agent, or
<br />supplier thereof, without the prior written consent of the City, except as required for the
<br />Contractor's performance hereunder.
<br />
<br />d) Except as otherwise provided in subsections a, b, and c above, or elsewhere herein, the
<br />Contractor and its suppliers hereunder shall retain all proprietary
<br />rights in and to all licensed software provided hereunder, that have not been customized
<br />to satisfy the performance criteria set forth in the City's RFP 10-07-01. Notwithstanding
<br />the foregoing, the Contractor hereby grants, and shall require that its suppliers grant, if the
<br />City so desires, a perpetual, irrevocable and unrestricted right and license to use,
<br />duplicate, disclose and/or permit any other person(s) or entity(ies) to use all such licensed
<br />software and the associated specifications, technical data and other documentation for the
<br />operations of the City or entities controlling, controlled by, under common control with, or
<br />affiliated with the City, or organizations which may hereafter be formed by or become
<br />affiliated with the City. Such license specifically includes, but is not limited to, the right
<br />of the City to use and/or disclose, in whole or in part, the technical documentation and
<br />licensed software, including any source code provided hereunder, to any person or entity
<br />outside the City for such person's or entity's use in furnishing any and/or all of the
<br />Deliverables provided hereunder exclusively for the City or entities controlling, controlled
<br />by, under common control with, or affiliated with the City, or organizations which may
<br />hereafter be formed by or become affiliated with the City. No such licensed software,
<br />specifications, data, documentation or related information shall be deemed to have been
<br />given in confidence and any statement or legend to the contrary shall be void and of no
<br />effect.
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<br />ARTICLE 33. BUSINESS APPLICATION AND FORMS
<br />
<br />Vendor Application The Contractor shall be a registered vendor with the City for the duration of
<br />this Agreement. It is the responsibility of the Contractor to file the appropriate vendor application
<br />and to update the application file for any changes for the duration of this Agreement, including any
<br />option years.
<br />
<br />Section 2-11.1(d) of the Miami-Dade County Code as amended by Ordinance 00-1, requires any
<br />City employee or any member of the employee's immediate family who has a controlling financial
<br />interest, direct or indirect, with the City or any person or agency acting for the City competing or
<br />applying for any such contract as it pertains to this solicitation, must first
<br />request a conflict of interest opinion from the County's Ethic Commission prior to their or their
<br />immediate family member's entering into any contract or transacting any business through a firm,
<br />corporation, partnership or business entity in which the employee or any member of the
<br />employee's immediate family has a controlling financial interest, direct or indirect, with the City
<br />of Sunny Isles Beach or any person or agency acting for the City and that any such contract,
<br />agreement or business engagement entered in violation of this subsection, as amended, shall render
<br />this Agreement voidable. For additional information, please contact the Ethics Commission
<br />hotline at (305) 579-2593.
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<br />.sIB
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