Proposed License Agreement with Latent Logic Copyrighted
January 6, 2020
City of Dubuque Consent Items # 12.
ITEM TITLE: Proposed LicenseAgreementbetween Cityof Dubuque
and Latent Logic
SUMMARY: City Manager recommending approval of a License
Agreement to allow the sharing of certain traffic information
for a joint research project with Latent Logic.
SUGGESTED DISPOSITION: Suggested Disposition: Receiveand File;Approve
ATTACHMENTS:
Description Type
Latent Logic Proposed LicenseAgreement-MVM City Manager Memo
Memo
Staff Memo Staff Memo
LicenseAgreement Supporting Documentation
Dubuque
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TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Proposed License Agreement between City of Dubuque and Latent Logic
DATE: December 23, 2019
Civil Engineer II Dave Ness and Sustainable Innovations Consultant Dave Lyons
recommend City Council approval of a License Agreement to allow the sharing of
certain traffic information for a joint research project with Latent Logic.
Latent Logic has approached the City to collaborate on research to determine the ability
to enhance the value of the City's systems and advance the potential use of systems for
traffic monitoring, public safety and autonomous vehicles. The City has developed a
proposed license for Latent Logic to be able to utilize Dubuque traffic data but restricting
its use to research only and prohibiting its distribution outside of Latent Logic.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
v
Mic ael C. Van Milligen
MCVM:jh
Attachment
cc: Crenna Brumwell, City Attorney
Teri Goodmann, Assistant City Manager
Cori Burbach, Assistant City Manager
Gus Psihoyos, City Engineer
Dave Ness, Civil Engineer II
David Lyons, Sustainable Innovations Consultant
Dubuque
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TO: Michael C. Van Milligen, City Manager
Gus Psihoyos, City Engineer
FROM: Dave Ness, Civil Engineer II ��
David Lyons, Sustainable Innovations Consultant
SUBJECT: Proposed License Agreement between City of Dubuque and Latent Logic
DATE: December 26, 2019
INTRODUCTION
The purpose of this memo is to request approval of a License Agreement to allow the
sharing of certain traffic information for a joint research project with Latent Logic.
BACKGROUND
Latent Logic, located in Oxford, England, is a technology company specializing in,
among other things, using traffic camera data to develop new traffic monitoring solutions
and evaluate autonomous vehicle systems. The City of Dubuque's development of a
comprehensive and unique traffic and public safety camera system has created a
potential early platform for Latent Logic's research work.
DISCUSSION
Latent Logic has approached the City to collaborate on research ta deternnine the �bility
to enhance the value of the City's systems and advance the potential use of such
systems for traffic monitoring, public safety and autonomous vehicles. The City has
developed a proposed license for Latent Logic to be able to utilize Dubuque traffic data
but restricting its use to research only and prohibiting its distribution outside of Latent
Logic.
BUDGET IMPACT
There is no budgetary impact to the approval of the proposed License Agreement.
RECOMMENDATION AND ACTION REQUESTED
This License Agreement supports Dubuque's public safety and smart city initiatives and
would provide Dubuque with early information on how we might potentially use our
visual data to further accelerate such initiatives and prepare for autonomous vehicle
systems. We would request your approval of the License Agreement.
CC: Crenna Brumwell, City Attorney
Barry Lindahl, Senior Counsel
Chris Kohlmann, IS Manager
COLLABORATION AND LICENSE AGREEMENT
BY AND BETWEEN
THE CITY OF DUBUQUE, IOWA
AND
LATENT LOGIC
This Collaboration and License Agreement, dated for reference purposes th ' day of
43'0/x, 20fi9, is made and entered into by and between the City of Dubuque, Iowa
(City) and LATENT LOGIC
WHEREAS, City has developed a comprehensive and unique network of traffic and public
safety camera systems; and
WHEREAS, significant benefit can occur from actionable insights that can be derived from data
captured by these cameras; and
WHEREAS, LATENT LOGIC is an innovator in autonomous systems; and
WHEREAS, City and LATENT LOGIC wish to collaborate on research to determine the ability
to enhance the value of City's systems and the advancement of such systems for use in traffic
monitoring, safety and autonomous vehicles; and
NOW, THEREFORE IT IS AGREED BY AND BETWEEN THE PARTIES AS FOLLOWS:
SECTION.1. TERM. The Term of this License Agreement shall commence on th.O day of
;944/4y fili)) 28+9 and shall continue until terminated, but in no circumstances for less than a
period of three (3) years. Either party may terminate this License Agreement upon ten (10) days
written notice to the other party. Upon termination, each party shall promptly destroy or return to
the other party any confidential Data. Notwithstanding the foregoing upon termination of this
license agreement any algorithms developed by Latent Logic using the Data shall not be affected
by the termination of this Agreement.
SECTION 2. DATA DEFINED. For purposes of this License Agreement, Data means camera
and video footage from selected intersections, the list of selected intersections to be agreed
between City and Latent Logic, and an incident dataset of approximately 1500 accidents with
background data from each camera for periods before and after incidents. Latent Logic agrees
that such footage shall not be distributed outside of Latent Logic and understands that footage
will not be provided for accidents where City determines that for purposes of legal or community
sensitivity such footage should not be shared
Upon mutual agreement a dataset larger than 1500 accidents may be provided pursuant to this
agreement.
SECTION 3. LICENSE GRANTED. A license is hereby granted to LA I ENT LOGIC during
the Term, free of charge, to deal in Data provided by City without restriction, including without
lirnitation the rights to use, copy, modify, merge, publish or distribute subject to the following
conditions:
(1) That the use and any distribution of the data be strictly for research and development
purposes only and not be posted publicly for any other purpose without the prior written
consent of City.
(2) Unless otherwise approved by City in writing, the License does not grant permission to use
the name of the City of Dubuque or any trade names, trademarks, service marks, or product
names of City, except as required for reasonable and customary use in describing the origin
of the work.
In compensation to the City for use of its data and staff time, LA !ENT LOGIC will provide City
with a full written summary of the research and conclusions reached therefrom.
SECTION 4. NO WARRANTIES. ALL DATA IS PROVIDED "AS IS" AND ANY EXPRESS
OR IMPLIED WARRANTIES. INCLUDING, BUT NOT LIMITED TO, THE IMPLIED
WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE, ARE DISCLAIMED.
SECTION 5. LIMITATION OF LIABILITY. IN NO EVENT SHALL THE CITY OF
DUBUQUE OR LATENT LOGIC BE LIABLE FOR ANY DIRECT, INDIRECT,
INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES
(INCLUDING, BUT NOT LIMI I ED TO, PROCUREMENT OF SUBSTITUTE GOODS OR
SERVICES; LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INIERRUPTION)
HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN
CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR
OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THE DATA.
SECTION 6. GOVERNING LAW. It is agreed that this Agreement shall be governed by,
construed and enforced in accordance with the laws of the State of Iowa.
CITY OF DUBU UE, IOWA
By:
Michael C. Van Milligen
Its: City Manager
Date:
Its: CEV
Date: 27 0(13)4, 2019