HomeMy WebLinkAbout2009-184 Pictometry ContractBILL N0.2009-184
ORDINANCE NO. 2009-184
AN ORDINANCE AUTHORIZING THE MAYOR TO SIGN AN AGREEMENT
WITH PICTOMETRY INTELLIGENT IMAGES, FOR AERIAL
PHOTOGRAPHY AND GIS SERVICES
BE IT ORDAINED BY THE BOARD OF ALDERMEN OF THE CITY OF
RIVERSIDE, MISSOURI, AS FOLLOWS:
(1) The Mayor is hereby authorized to sign in behalf of the City the attached
agreement with Pictometry Intelligent Images for aerial photography and GIS services..
(2) This ordinance shall be in full force and effect immediately upon passage.
ADOPTED AND APPRO D by the Board o Aldermen and Mayor of the City of
Riverside, Missouri, this ~-~ day of , 2009.
MAYOR
A T
Clerk
Pictometr®
Intelligent Images~®
March 15, 2010
Mike Duffy
The City of Riverside Missouri
4498 NW High Avenue
Riverside, MO 64150
Dear Mr. Duffy,
'~ ;~ MAR 1 9 2010 ,I!~! ~~;
rI iI , J
L_I u
Enclosed you will find a copy of your fully executed License Agreement between Riverside City,
MO and Pictometry International Corp.
If you have any questions, please do not hesitate to call me (585) 486-0093.
Sincerely,
~ ' ~~
~~u~
Virginia Wade
Contract Administration
Pictometry International Corp.
100 Town Centre Drive, Suite A • Rochester, New York 14623 • Toll Free: 888-771-9714 • Local: 585-486-0093 • Fax: 585-486-0098
E-mail: info@pictometry.com
PICTOMETRY INTERNATIONAL CORP.
GENERAL LICENSE TERMS AND CONDITIONS
THIS AGREEMENT is made as of the dale set forth below (the "Gffectivve Date") by and between Pictometrq [ntcrnational, Corp., a Delaware
corporation with aces at 100 Town Centre Drive, Suite A Rochester, NY 14623 ("Pictometry"), and The City of Riverside Missouri with offices
located at 4498 NW High, Riwerside Missouri 64ISO (the "Licensee").
Intending to be legally bound, Pictomeu}• and the Licensee (each a "party") hereby agree:
L ARTICLE -DEFINITIONS for purposes of this Agreement:
1.1 "Pictometric Licensed Images" ("Licensed Images") means orthogonal and oblique digital images of portions of the earth's surface,
captured fmm airborne platforms using Pictomctry's patented and proprietary hardware and software capture system.
1.2 "Commueity Images" ("Ci") means a set of views, each covering an enti« Image Sector. One view from directly overhead and other views
from diffe«nt oblique angles.
1.3 "Neighborhood Images" ("Ni") means a set of overlapping. orthogonal and oblique views blanketing the entire sector, providing for a higher
degree of detail than Community Images.
1.4 "Image Sector" means a portion of an image collection project and defined as approximately one squaze mile in area.
1.5 "Geographic MetaData" ("Metadata") means data supplied by Pictometry that is captured from airborne platforms using Pictometry's
patented and proprietary hardware and software capture system.
1.6 "Electronic Field Study" ("EFS") means a proprietary software and file structure package that allows for the display, navigation,
meanu«ment, annotation and analysis of Pietometric Licensed Images.
1.7 "Pictometry Licensed Software" ("L'eeensed Software") means any proprietary softwaze provided by Pictometry. This includes, but is not
limited to, programs such as EFS and Change Analysis and program modules such as 911 or GFS integration /interfaces.
1.8 "Image Warehouse" ("IW") means a hierarchical storage system of Pictornetric Images, as well as data and elevation models, that allows
fast, random access by geo-location.
1.9 "Digital Elevatioe Model" ("DEM") meaes a general definition far a the containing ground elevation data This may be a digital elevation
model, a digital terrain model, or a reflective surface model and is meant to encompass all means of production, including LIDAR and stereu
pairs.
1.10 Licensed Documentation" ("Documentation") means written and~'or electronic materials containing instructions and other information
related to the use of the Licensed Images and the Licensed Sofwaze.
2. ARTICLE-GENERAL
2.1 Licensed ProduMS. This Agreement pertains to the particular Images described in Schedule A and attached to this Agreement (the "Licensed
Images"), the particular copies of the Software listed in Schedule A (the "Licensed Software"), the associated Metadata (the "Licensed
Metadata"), and the DEM described in Schedule A attached to this Agreement (the "Licensed DF,M"), all of which, along with the
Documentation, arc together «fcrred to as the "Licensed Products." 71te terms and conditions of this Agreement may also apply to other
products or services that may from time to time be licensed from Pictometry by the Licensee.
2.2 System Installation. Picutmetry shall install a copy of the Licensed Products on storage media either provided by Licensee or purchased from
Pictometry, as specified in Schedule A. With the assistance of Pictometry, the Licenser will install the Licensed Products from that media onto
computers, including server cantputers. The Licensee will be responsible for assuring that the computer system being used for these purposes
will satisfy the minimum system requiremenU set forth on Schedule A. Licensee and its Authorized Subdivisions (as provided in Section 2.3)
may use and execute the Licensed Software for official purposes only.
2.3 Licensee May Authorize Subdivisions and Users. The L.icensce may authorize any department, sub unit, or location within the Licensee
(hereinafter "Authorized Subdivisions") to have the Licensed Products installed on computers owned for leased) and used by those Authorized
Subdivisions. The installation of the Licensed Imagery and EFS, and the training of the Licensee and Authorized Subdivision Perstmnel
("Authorized Users"), may be performed only by Pictonetry or by the Licensee's employees who have received special training from
Pictometry•. All Authorized Subdivisions and Authorized Users shall operate under this Agreement as agents of the Licensee and comply with
all obligations of Licensee with respect to the use and disKribution of the Licensed Products, and Pictometry may look to the Licensee alone for
assuring compliance with the terms and conditions of this Agreement licensee agrees: (a) that it will not allow any persons other than
Authorized Users to use or operate. or to have any other access to. any of the Licensed Products (other than as described in Article 3.1 of this
Agreement), (b) that it will not allow access to an} of the Licensed Software except through Licensee and Authorized Subdivisions
work.ations, and (c} that it will cause all Authorized Usa:rs to comply with all of the terms, conditions, and limitations applicable to the
Licensee under this Agreement.
3. ARTICLE -GRANT OF LICENSE
3.1 License Grant, Uses and Certain Fees. ]n consideration for the payment of the license Fees provided fur in Article 4 below, and subject to
the other terms and conditions of this Agreement, Pictometry hereby grants to Licensee, and Licensee hereby accepts, a nonexclusive..
nontransferable, limited license (the "License") for the follo~~ing:
(a) Installation. To install the Image Warehouse on sen~ers and install related Ficensed Products on workstations, all of which shall be awned
(or leased) by. shall be located on the owned or leased property of, shall be under the control of, and shall be used only by the Licensee or
by Authorized Subdivisions. None of the Ficensed Products (except Licensed Images) shall be accessed except through such designated
severs and workstations.
(b) Documentation. To copy and use the related Documentation included in the Licensed Products in connection with the activities
described in this Section 3.1.
Ic) Uses. Through Authorized Users only, to use and operate the Licensed Software on those designated sc-rvers and workstations in the
conduct of the public business of the Licensee, or of the Authorized Subdivisions, and to use the Licensed Products in the following
activities (and no others):
(1) For leternal Business. To use and execute the Licensed Products for internal pursuit of its or their public responsibilities.
Page 1 of $ 05012009a
(2) For Persons Doing Business V1'ith Licensee ("Project Participants"). Under the supervision of Authorized Users. allow
repreuntatives of persons doing business +vith the Licensee or an Authorized Subdivision on Licensee Projects (defined below)
to use and execute the Licensed SoR+vaze at the Licensee's or Authorized Subdivisions facilities only. For these purposes.
"Licensee Projects" shall mean any plan or effort. tangible or intangible, such as construction, real estate disposition, facilities
management, environmental studies. or public information brochures or notices used or to br used by the Licenser or an
Authorized Subdivision in pursuit of its public responsibilities. The Licensee or Authorized Subdivisions shall cause each
Project Participant to agree to use the hard copies (or jpg copies) of Licensed Images solely in connection with the Licensee's or
Authorized Subdivision's Project.
(3) For Public Use. Through Authorized Users only, to use and execute the Licensed Software solel} for the purpose of making
hard copies ancL'or digital copies of Licensed Images for persons desiring them (which copies may contain annotations of
infotitration stored in the Licensed Software and related to the property shown). Reproductions oFindividual (or limited
quantities of) Licensed Images using the L icensed Software. or reproduction or copying of the Licensed Images in any form b}
any other means by Licensee or an Authorized tiubdi+ision thereof. shall be permitted for distribution to Licensee's or
Subdivision's constituency and~or public users. Licenser may charge reproduction fees or no fees to the persons or entities
receiving the Images.
3.2 Limitations on License. Licensee agrees: (a) that nothing under this Agreement authorizes it to engage in any service bureau work, to exercise
or provide any multiple-user license, or to enter ima an} time-sharing arrangement, except as expressly authorized with respect to Authorized
Subdivisions, (b) that Licensee will not authorize or allow an+ remote access. by any unauthorized persons, to the Licensed Products except as
expressly provided in this Agreement for Licensee and Authorized Subdivisions workstations,. (c) that Pirtometry shall not be obligated to
revise, improve, or otherwise change the Licensed Software in any way, (d) that the Licensee is responsible fir selecting Authorized Users who
arc qualified to operate the Licensed ProducU an licenser workstations and are familiar with the Licensed Products and trained as provided in
Section 2.3, (e) that the Licenser and its Authorized Subdivisions may not cop}. download, store, publish, transmit. transfer, sell, or othen-ise
install or use: the Licensed Products (except for Licensed Images) in any forTn or by any means, except. (i) as expressly permitted by this
Agreement, (ii) with Pictometry's prior written ptrmissian, or (iii) to the extent not expressly prohibited by this Agreement, as allowed under
the fair use provision of the C'op}Tight Act (17 U .S.C. ~ 1071. Licensee agrees that it will deliver to all recipients of any hard copies, and to
any other persons who may have access to an} of the Images, all such disclaimers and other information so as to assist those parsons in
understanding the limitations on the accuracy oC the intiarmation developed through the licensed Products. For purposes of this Agreement,
service bureau wort: shall be deemed to include. without limitation, use of the -.icensed Products to process or to generate output data for the
benefit of or for purposes ot; rendering services to, an} third party over the Internet or other public communications medium. Authorized
access through designated servers and workstations includes remote access by Licensee's employees for the business/governmental purposes of
Licenser.
3.3 Pirtometry's Reserved Rights. Pictometn reserves the right. at its sole discretion and without liabilit} to Licensee. to create new versions ol:
or modules, with additional functionality for any pan of the Licensed Products, which may be acquired on a nonexclusive basis by Licensee
under a separate agreement. Pictometn• may, in addition. produce upgrades to enhance operations of the Licensed Products, which will be
supplied without additional cost to Licensee during the initial term of this License Agreement.
4. ARTICLE -LICENSE FEES
4.1 License Fees. In consideration for the License. and subject to the other terms and conditions of this Agrrrmrni, the Licenser hereb} agrees to
pay to Pirtometry the fees druribed on Schedule A laltogether the "License Fers") and payment shall be made as provided in Schedule A.
Any tax, including salts tax. is in addition to the License Fee. and is the responsibility of the Licensee unless documentation of tai exemption
is provided to Pirtometry. All Lieensr Fres shall br earned on the date Licensed Products are shippcad. For the convenience of the Licenser.
the payment of these Tres may be spread aver the initial term of this Agreement as provided on the attached Schedule A.
5. ARTICLE -OBLIGATIONS OF LICENSEE
S.1 Geographic Data. If available. Licensee agrees to provide to Pictometn• geographic data in industry standazd format, shape, DBF. etc..
including digital elevation models, street centerline maps. tai parcel maps, cenvoids, etc., which data. to the extent practicable, shall be
incorporated into the Image Librar} licensed to the Licenser. Licensee agrees that any of this data that is o++ned by the Licensee, ma}• be
distributed by Pirtometry with the Image Librar} that is used in the Pictometn• On-Line product and in licensing the Image Library to other
licensees. At no time shall Pirtometry• claim ownership of that data.
5.2 Notification. Licensee will: (a) notify Pirtometry in u-riting of any claim or proceeding involving any of the Licensed Products within ten (10)
days after Licensee learns of the claim or proceeding: and (h) upon promptly to Pirtometry all claimed or suspected defects in any Licensed
Product.
6. ARTICLE-ASSIGNMENT
6.1 General. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties, their successors and permitted assigns.
but shall not be assignable by either party except as provided in Sections 6.2 and 6.3 below.
6.2 Assignment By Licensee. This Agreement will not be assignable by Licensee. and Licensee may not delegate its duties hereunder without the
prior written consent of Pictometn•.
6.3 Assignment By Pirtometry. 1'ictometry shall have the right to assign its rights to receive License Fees under this Agreement but no such
assignment shall affect Pirtometn's obligations hereunder In addition, Pictometn shall have the right to assign all its rights to any person or
entity, provided the assignee has assumed all of Pictometr}•'s obligations under this Agreement. Except as provided above in this Section 6.3.
this Agrcement will not be assignable by Pirtometry.
7. ARTICLE -DURATION AND TERMINATION OF LICENSE
7.1 Initial Term. The initial term of this Agreement shall commence upon the shipment of substantially all of the Image Warehouse and the initial
term shalt expire as indicated on Schedule A. unless the parties enter into a written agreement extending that initial term. At the end of that
initial term of this Agreement, and otter all License Fees for the initial term have been paid, this License shall automatically convert to a
royalty-free, perpetual license and Pirtometry shall allow the Licensee to keep, use, and operate the Licensed Products forever. Licensee ~+ill
be responsible for ongoing supporUmaintenanrelupgrade fees for this Perpetual License unless the Licensee has renewed this License for
additional Image Libraries. Under the Perpetual Lirensr, Licensee's obligations under this agreement shat) continue in perpetuity except for its
obligations to pay License Fees. Pirtometry shall have no obligations under this Agreement except far those with regard to the additional
Page 2 of 5 05012009a
Support, Upgrades and Maintenance for their Licensed Software. -f I,icrnsee renews this License Agreement for an additional term all
support, upgrades and maintenance on Licensed Products under a perpetual license shall be provided at no charge to Licensee during the term
of the renewal. Effective as of the expiration of the initial tern as provided in Schedule A, Licensee will no longer be able to add images to the
existing Image 1_ibran• unless a renewal occurs.
7.2 Termination for Cause. Phis Agreement may be terminated by either party in the event that the other party has failed to perform a material
obligation or has otherwise breached a material term of this Agreement, and if that other party has Coiled to cure that failure sr breach within
thirty (30) days after receipt of written notice thereof from the other party.
7.3 Effect of Termination. Upon termination of this Ago-ement as provided in Section 7.2 above, Licensee shall immediately cease any and all
further use: of the Licensed Products and shall promptly purge all copies of [he Licensed Products from all computers and workstations on
which any of them may be stored or available at the time. Within thirty 130) days of the date of termination of this Agreement, Licensee shall
also pay Pictometry' all amounts, if any, due hereunder.. "Ills provisions of Articles 6, 7, 8, 9 and 10 of this Agreement shalt survive any
termination of this Agreement.
8. ARTICLE -INTELLECTUAL PROPERTY RIGHTS Ati D RESERVATION OF OWNERSHIP
8.I Licensed Products. The panics acknowledge and agree that Pictometry shall have and retain sole and exclusive ownership and all right, title,
and interest in and to any Licensed Images, Licensed Metadata, Licensed Software, Licensed DEM and Licensed Documentation provided
under this Agreement and alt copyrights, patents, trademarks. trade names, logos, trade secrets, and other proprietary rights in or associated
with each of the Licensed Products (altogether the "Proprietary Right'). Licensee agrees: (a) that it will never assert or claim any interest in,
or do anyrthing that may adversely affect the validity of, or infringe on, or alTect Pictometry's right, title, and interest in, any Proprietary Right,
and (b) that it will use reasonable efforts to protect the Proprietary Rights, including placing or maintaining all copyright, patent. and other
notices and other indications of Pictometry's ownership thereof on all Licensed Products and on all copies of Licensed Images and all other
property of Pictometry w-hen instructed by Pictometry, and (c} that it witl notifj• Pictometry promptly after teaming about any actual nr
suspected breach of any Proprietary Rights.
8.2 lase of Pictometry's Marks. Licensee agrees not to attach any additional trademarks, trade names, logos or designations to arty Licensed
Products or to any copies of any of the Licensed images without prior written approval from Pictometry. Licensee may, however, include a
Licensee seal and Licensee's contact infarnatinn so long as the seal and contact information in no way obscure or deface the Pictometry mark..
t_icensCe further agrees that Licensee will not use any Pictometry trademark, trade name. logo, or designation in conneetinn with any product or
service other than the Pictometry Licensed Images and the other Pictometry Licensed Products. Licensee's nonexclusive right to use
Pictometry's trademarks, trade name, logos, and designations is coterminous with this Agreement.
8.3 Electronic and Other Publishing. Except as provided in Article 3.1 of this Agreement, Licensee is specifically prohibited from publishing
any Licensed Products (other than Licensed Images) in any way, whether separately or as part of any other publication. For these purposes,
publishing includes. making available nn the Intemct or ~1"orld Vdide W'eb or any other genera} access electronic n~~tw•ork. method or medium.
8.4 Confidentiality of Licensed Products. The Licensed Products are commercially valuable, proprietary products owned by Pictometry, the
design and development of which reflect an investment of considerable time, effort, and money. The Licensed Products are treated by
Pictometry as confidential and contain substantial trade secrets oC Pictometry. licensee agrees that it will oat disclose, provide a cop} of, or
disseminate the Licensed Products (other than Licensed Images} or any part thereof to any= person who does oat need to obtain access thereto
consistent with Liansee's rights and obligations under this Agreement. Licensee agrees to use. its best efforts to assure (a) that all its personnel,
and any others afforded access to the Licenud Products. will protect the Products against unauthorized use, disclosure, espying, and
dissemination, and (b- that access to the I.icenscd Products and each pan thereof will be strictty° limited. licensee understands that Pictometry
does not disclose source code and Licensee agrees that it will take all reasonable actions to assure that persons who might aec:ess the Licensed
Software will not "unlock" or "reverse engineer" anv pan of the Licensed Software so as to find or uncover the source Cade or other trade
secrets included therein.
9. ARTICLE -LIMITED WARRANTY'; DISCLAIMER OF YYA RRANTIES; LIMITED REMEDIES
9.1 Limited Warranties. Pictometry warrants that the Licensed Images and the Licensed Products installed by Pictometry on any Authorized
Workstation supplied by Licensee pursuant to this Agreement will be true and usable copies as of the date of capture. Upon notice to
Pictometry of any breach o1` that warranty, Pictometry w ill use its reasonable efforts w correct the problem so as to allow the Licensed Products
to produce Images and related data that are usable far the general purposes intended. The Coregoimg womanly is the sole and exclusive warranty
that Pictometry makes with respect to the Licensed Products, and the remedy set faith above is the sole and exclusive remedy for breach sf [hat
warranty.
9.2 Disclaimer of Other V-'srranties, Except as provided in Section 9.1 above. EACH OF TtIE LICENSED PRODUCTS IS PROVIDED TO
LICENSEE "AS -S" AND "W"ITIi ALL. FAULTS." PICfOME"fRY MAKES NU OTHER WARRANTIES OR REPRESENTATIONS OF
ANY KMD, EkPRF:SS. IMPLIED. OR STATUTURY. ALL IMPLIED V~'ARRANTIF:S, INCLUDING Bl1T N01' LIMITED 'f0
w'ARRAN"PIES OF PERFORMANCE. MERCII.ANI:ABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, AND
NONIN'FRCNGEMENT, ARE HEREBY DISCLAIMED AND F,XCI.UDED BY PICTOMETRY.
9.3 Limitations and Exclusions of Remedies. The remed} set forth in Section 9.1 is the sole and exclusive remedy provided for breach of the
warranty given. With respect to any other claims thaw Licensee may have at any time against Pictometry on any matter relating to this
Agreement, or the installation. operation, design, distrihution, or use of the Licensed Products, the total liability of Pictometry shall in the
aggregate be limited to the aggregate amounts of money that Licensee has paid to Pictometry under this Agreement. In addition, because of
scheduling and other considerations in preparing current Licensed Images. Pietomem cannot assure delivery of the l.ieenscd Products on a
specified delivery date, and Pictometry shall not be liable for any such late delivery except in a case of its grass negligence or willful
misconduct. IN NO EVENT SI{ALL EITHER PAR'I'l' BE L.-ABLE, UNDER ANY CAUSE OF ACTION OF ANY KIND ARISING OUT
OF OR RELATED TU CIiIS AGREEMENT. TNG LICENSED PRODUCTS, OR IMAGES (INCLUDING UNDER TI{EORIES
INVOLVING TORT, CONTRAC"I', NEGLIGENCE. S fRl('T LIABILITY, OR BREACH OF WARRAN`fY), POR ANY LOST PROFIT`S
OR FOR ANY CNDIREC1'. INCIDENTAL, GONSE(~)UENTIAI,, PUN[TIVG OR 01'IIER SPECIAL UAAL4GES SUFFERED BY THE
OTHER PARTY OR BY ITS CUSTOMERS OR OTHERS. EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES.
9.4 Imagery Specifications. Ground Sample Distance ("GSD"1 may be affected by Air 'traffic Control or terrain restrictions. Images shalt have
an unobstructed view of the ground. In controlled airspaca around airports (and other areas) and in areas of rapid elevation changes, the image
Page 3 of 5 05012009a
footprint sizes and resolutions may vary. There may be vaq•ing degrees of ground illumination and color variations due to lighting and cloud
shadows. Pictometn's Orthogonal images provide the courdinate accuracy fulfilling most planemetric requitt'tnents. Pictometry data, however.
are not intended for authoritative or definitive mapping or surveying replacement. If there is a need far authoritative mapping products.
additional work is required by licensed individuals in order to certify Pictometry's orthogonal imagery.
10. ARTICLE - CENER4L
10.1 Entire Agreement. This Agreement, which includes the attached Schedules, contains the entire agreement between the parties and supersedes
all written or oral agreement,, descriptions, representations, and understanding., with respect to the subject matter hereof. Where differences
occur between the main body of the Agreement and the attached Schedules, the Schedules shall supersede the Agreement. Licensee
acknowledges that it is not entering into this Agreement on the basis of any representations not expressly contained herein. Any modifications
of this Agreement must br in writing and signed by a duly authorized officer of each party.
10.2 Ttights of Others. ~Fhis Agreement is solely intended to provide rights to and be enforceable by Pictometrv and Licensee (including its
Authorized Subdivisions). No other person shall acquire or enforce any rights or any representations or warranties given under this Agreement.
103 Waiver. 'Chr waiver by either party of any default by the. other shall not waive subsequent defaults of the same or different kind.
10.4 Notices. All notices and demands hereunder shall br in writing and shall br delivered by personal service, mail,. courier service, or confirmed
facsimile transmission at the address of the receiving party set forth below (or at such different address as may be designated by one party by
written notice to the other). All notices or demands by mail shall be sent by certified or registered United States mail, return receipt requested
attd all notices and demands shall be deemed complete upon receipt.
If to licensee:
Company: 31te City of Riverside Misxturi
Address: 4498 NV4 High Avenue
Riverside, MO 64150
Attention: Mike Guftj
Email: mdufiwuriversidemo.eom
Phone: 816-741-3993 Fas:816-372-9170
If to Pictometrv:
Company: Pictometry lntcrtrational. Corp.
Address: 100'fown Centre Drive, Suite A
Rochester, NY 14623
Attention: Michael J. Neary
Email; Mike.Nrarvcu Pictornctn-.cum
E'hone: (585-486-0093 Fax: (5851486-0098
If to Licensee Billing:
Company: The City of Riverside Mi+wuri
Address: 4498 N~1` High Avenue
Riverside, MO 64150
Attention: Mike Gufii
F,ntail: rndull~~~iiri~er~idcmu.ccmt
Phone: 816-741-3993 Fax816-372-9170
If to Pictometry Billing:
Company: Pictometrv International, Corp.
Address: 100 Town Centre Drive, Suite A
Rochester, NY 14623
Attention: Accounts Receivable
Email: AccountsReccivahle'uPictontetn.cum
Phone: (585) 486-0093 Fax: (585) 486-0098
10 5 Export Control. Licenser agrees to comply fully- with the export laws and regulations of the united States Government with respect to the
Licensed Products supplied by Pictometry. Accordingly, Licensee agrees that alt technical data, software, or other information or assistance
(other than publicly available information) furnished by Pictometry, and any product thereof, shall not be re-exported by Licensee, or it_c
authorized transferees, if any, directly° or indirecth• from the United Stales unless explicitly permitted by U.S. export control laws and
regulations. These obligations of the Licensee shall survive any satisfaction. termination, or discharge of this Agrrtmrttt.
I O.b Severability. In the event that any of the provisions of this Agreement shall be held by a coup or other tribunal of competent jurisdiction to be
unenforceable, such provision will be enforced to the maximum extent permissible and the remaining portions of this Agreement shall remain
in full force and efTect.
10.7 Force Msjeure. Pictometrv shall not be responsible for any failure to perform due to unforeseen circumstances or to causes beyond
Pictometry's reasonable control, including but nut limited to acts of God. war, riot, embargoes, acts of civil or military authorities, fire. floods.
accidents, strikes, failure to obtain export licenses or shortages ur delays of transportation, facilities, fuel, energy. supplies, labor or materials.
In the event of any such delay. Pictometry may defer the delivery of Licensed Products for a period equal to the time of the delay.
I'v 1k1 fNESS W'HL:RL:OF. the parties hereto have executed this ,Agreement effective on the latest of the signature dates specified below.
PICTOMETRY INTERNATIONAL, Corp.
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Licensee Name:
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Address: 100 Town Centre I?rive, Suite A
Rochester, NY 14623
Address:
Page 4 of S 05012009a
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Date: ~ t `" -~ ~' Date: ~ - ~ ~ _ ,-
Attachments:
Schedule A: Description of Licensed Products -Must be initialed by Licensee
Schedule B: EAP - F;conomic Alliance Partnership
Schedule C: Imagery Specifications (if attached)
Schedule D: Scctnrir~ed Map - M1fust be initialed by Licensee
MUTE: "Notices" infomtation must be entered in Article 1U.4 of this Agreement.
Page S of 5 OSU12U09a
SIX YEAR AGREEMENT • SCHEDULE "A" -THREE FLIGHTS
Six Year Agreement with Long Term Incentive (`LTI") applied
1) The following products shall be delivered to The City of Riverside Missouri ("Licensees by Pictometry International Corp.:
A. Licensed Images prorx~red with a 16 megapixel camera (as listed trelow and also portrayed on the attached Schedule D - Sectorized
Map):
1) PREMIER Two Way Community Package (C3) covering 45 sectors of the Licensee as indicated on the attached map. Premier
Community Images are nominal 12' GSD.
Each sector will have approximately:
a. 8 Ortho-rectified images and your chaos for the following
X one 1-meter standard mosaic sector file for each ortho sector
b. 4 Oblique images and 4 additional Oblique images taken from the opposite direction.
PREMIER Community Images (C3) to be taken when there is Tess than 30°,6 leaf cover.
PREMIER COMMUNITY Image Price
Less 40% EAP Discount
Less 10% first capture LTI
$ 37.50 per sector per year
15.00
$ 22.50
2.25
S 20.25 ~ 45 Sectors = S 912.00 per year -1 a Image Capture
PREMIER COMMUNITY Image Price
Less 40°~ EAP Discount
Less 5°!o second capture LTI
PREMIER COMMUNITY Image Price
Less 40% EAP Discount
$ 37.50 per sector per year
15.00
$ 22.50
1.13
$ 21.37 ~ 45 Sectors = S 962.00 per year - 2^~ Image Capture
$ 37.50 per sector per year
15.00
22.50 ~ 45 Sectors =;1013.00 per year - 3ro Image Capture
2} ELITE Four Wav Neighbofiood Images (NS) covering 45 sectors of the Licensee as indicated on the attached map. Premier
Neighbofiood Images are nominal 4' GSD.
Each sector will have approximately:
a. 52 Ortho-rectified images and your choice for the following (please check if mosaic is desired}
X one 1-meter standard mosaic sector file for each ortho sector
b. 104 Oblique images from four perpendicular directions
ELITE Neighborhood Images will be taken when there is less than 30% leaf cover.
ELITE NEIGHBORHOOD Image Price $ 337.00 per sector per year
Less 40°'° EAP Discount 1$ 37.00
$ 200.00
Less first capture 1096 LTI $ 20.E
;180.00 45 Sectors =; 8100.00 per year -1 ~ Image Capture
ELITE NEIGHBORHOOD Image Price $ 337.00 per sector per year
less 40% EAP Discount 137.00
$ 200.00
Less second capture 5% LTI 10.00
S 190.00 45 Sectors =;8550.00 per year- 2^~ Image Capture
CONF[DENTiAI. Page 1 of 6 05012009
Pictometr}1 Licensee~v''t"""
ELITE NEIGHBORHOOD Image Price $ 292.00 per sector per year
Less 40°~ EAP Discount 117.00
S 200.00 @ 45 sectors =59000.00 per year - 3b Image Capture
B. Pictometry images (individual frames) are delivered in Pictometry .PSI and .PMI format (JPG combined with ameta-data trailer). For
each sector that includes ortho imagery (Community or Neighborhood), Pictometry includes a 1m ortho sector mosaic file created from
the individual ortho frames in JPG with a world fife and separate trailer, minima! overlap, projected in State Pfane, NAD 83, feel These
1m Ortho Sector Tiles are primarily for use in EFS.
Mosaic Tile and Format charges:
Tiles
12 inch Standard Mosaic Sector Tiles:
$ 20.00 per sector
100% LTI credit - $ 20.00
$ 0.00 per sector x 45 sectors = $ 0.00 for 1~ image capture
$ 20.00 per sector
50% LTI redit - 10.00
$ 10.00 per sector x 45 sectors = $ 450.00 for 2nd image capture
$ 20.00 per sector x 45 sectors = $900.00 for 3ro image capture
6 inch Standard Mosaic Sector Tiles (4" or 6"ortho imagery required):
$ 40.00 per sector
100°k LTI credit - 40.00
$ 0.00 per sector x 45 sectors = $0.00 for 1~ image capture
$ 40.00 per sector
50°~ LTI credit - 20.00
$ 20.00 per sector x 45 sectors = $900.00 for 2nd image capture
$ 40.00 per sector x 45 sectors = $1800.00 for 3~d image capture
Format
11 inch Sector Tiles:
45 Sectors delivered in NAD 83 State Plane East, Feet, TIF format @ no charge for 1~ Image Capture
45 Sectors delivered in NAD 83 State Plane East, Feet, TIF format @ no charge for 2^d Image Capture
45 Sectors delivered in NAD 83 State Plane East, Feet. TIF format @ no charge for 3~d Image Capture
6 Inch Sector Tites:
45 Sectors delivered in NAD 83 State Plane East, Feet, TIF format @ no charge fo-1 ~ Image Capture
45 Sectors delivered in NAD 83 State Plane East, Feet, TIF format @ no charge for 2nd Image Capture
45 Sectors delivered in NAD 83 State Plane East, Feet, TIF format @ no charge for 3"i Image Capture
Area Wide
12 inch area-wide tiles} delivered in NAD 83 State Plane East, Feet, MRSID format: 45 Sectors @ $ .50 = $22.50 for 1~+Image Capture
12 indt area-wide tiles} delivered in NAD 83 State Ptane East, Feet, MRSID format: 45 Sectors @ $ .50 = $ 22.50 for 2^d Image Capture
12 inch area-wide 61e(s) delivered in NAD 83 State Plane East, Feet, MRSID format: 45 Sectors @ $ .50 = $ 22.50 for 3^' Image Capture
6 inch area-wide tile(s) delivered in NAD 83 State Plane East, Feet, MRSID format: 45 Sectors @ $ 2.00 = $ 90.00 for Talmage Capture
6 inch area-wide tile(s) delivered in NAD 83 State Plane East, Feet, MRSID format: 45 Sectors @ $ 2.00 = $90.00 for Z^d Image Capture
6 inch area-wide fife(s) delivered in NAD 83 State Plane East, Feet, MRSID format 45 Sectors @ $ 2.00 = $ 90.00 for 3-d Image Capture
CONFIDENTIAL Page 2 of6 05012009
~. -n
Pictometry~; 1,~- ~ Licensee~~,.,~~''
.._ ~ .,
.._ - -, . - ~ ,' ,-, : ~ _. ~_ 1 ._ f* -. 7 LAC- .- ~-,..~t - _~ _ ___ _..
. _ _'' 1.. ~ ~ - - - ' _ _ .^
C. Prtci~ary Pfoduds:
~) Change Ar'ayeis Softvrare
1 Seat License for one (1) Departure; t @ no charge ($75Dlseat value) with 1dt image delivery
Seat License far one (i) Department &Li no charge ($75Dlaezt value) ~U 2^a image dalNery
1 Seat License for one (1) Department @ na charge (5750/seal value} vd0- 8rd image delivery
2) Images are to be delivered with an image otze of approucimstety 5-5'd8.
D. kttage CaD1u~'
Three images Captures during ltris six (t3) year agreement (one capture fn Year Ono, ono capture In Year Three and one capture in
Year Five). Year Three and Year Five Captures shop be identical to Year One taphrre (with rogard to sector count and types of
Images) uNess Licensee submits a'R~atrest For Change prior to each capture. Bettor price sha#I stay the same for these changes.
E US Census Bureau TIGER fine files a County ~ a b 8~ map supplied by L"censee.
F. bEMS (1]igtlal Etevatfcn Modals)
X USGS Digital Ciavation Models (DEMs) pr;,vided by F?icton;eUy.
3) Documentation: t'idometry in-emetionaf Corp. ah:h F~msh t digtlat copy of the Documentation for the Licensed So'tvrare.
4) Training Induded in tarense Fee: Pictomelry ir-terna6onal Corp- shall conduct two (2) Ertd User orientation sessions cf up to Z5 people lcx
employees of the Licensee ar Authorized SubdMslbna hereof at the Lieertsee's site, fn addition there wAl be one (9) Advanced User lechni~l
Veining for one group of up to 10 people using Licensee computers. Licensee has the option cf receirfag two (2) End User CtriertlaGon
Sessions and bne (1) Advanced User tethnical lrsirtting upon shipment o(eecond and third Imeoe L~trary. Prdometry also provides one
~~~ Admims(ragon / fT training session designed to provide the adrninlstrators of the Pictometry ~nage IOxaty with the knowledge tltey vriil need fo
n,1 V menage and d'isUibute access to the Ptctomelry solution. Tats session is done remotely using online toots such as GotoMeeting.
brie. ~
1 ~. ~ All inclusive tralnG~g packages} In Year this agreement.
51 Telephone Support. During the six (6) years of Chia Agreement, Ptctomeiry shag provide @tkty (30) hours of telephone support ro the people
who have completed the Advanced User technical Irdininys and who are Individually idenDited by Ucensee.
6) t_tcenaed SoPware: PCtometry Interna9onal Corp shall supply one copy of the PittomeUy Eiecbonic Field Shrdy (EFS) soFware, latest version,
an the Storage Msdia supplied as specified herein, Ucenree ~d Author{asd users may dovAtload updated vers~ns of the Lioensed Sbftwara
tree of charge ~ a period of six years from the InIGa' dale of shipping of the EFS Software, el«arg vdtit a copy of the updated docvrnentaGon.
7) Annual image License Fees of Nlna Thousand twelve Dollars ($ 9012.00) for first capture
Annual Image Licen;a Faes of Nitre Yhouaend FlYe Hundred Twelve Dollars (S 9512.00) for second capitxa
Annual !mare License Fees of Ten Thousand Thirteen CoVlars (S"D,U13.OU) for third capture
• This Is the Annual License Fee for the Licensed images, Licensed SoRvrere, Licensed Doaunentation and support.
• Long Term InCentlves ('LTt') have been applied fo the fees sAown shove. to the event License terminates this Agreemen! prior
to the end or the six (5) year Agreement term, ~I LTt monetary cons;dwa6ons shalt bs revoked and these funds st-aY ~
imtnedlsteiy due and payable to P~lometry. Repayment of LTI considerations does hat apply if Iunds for Oblique Imagery are
not appropr'ate4. If such funds are not approprated, Licensee stroll provide Ptdometry with vniUen documenta(ia~ otnon-
appropriation from the funding source (such nottftcauan shar9 be prior to any pending Image capture). If funds are no-
appropriated for the purchase of Obttque Imagery, contract shell slay in forte but new lntztge tlbrartes shall hat be Captured of
delivered until outstanding balances dub have bean paid.
• The duratlon of the License is six (6) years al the above fees.
+ At the end of the tarot of this Agreement, the Ltcensae is granted a Perpaluai Ucense far all Licensed hn~es and Lioer-sed
Software At no additional coat.
At the end of this License Tetm, opltonal Support and Upgrades ror Ltoensed software may be Continued by;
o Entering info a new Gcanse for new Images, or
v Paying an annual Support and t~halntenance Fes of S % of the Annual lJtxnse Fee of the last clSDture
`VG2v`FIDENTIA.L Page 3 of 6 ~ 05012D09
Preto ~ irr ~.icensee~
^-"J
-_~ ._. ~_ t: ~.~: ,.. ~.,.,
C. Ancillary Products:
1) Change Analysis Software
Seat License for one (1) Department @ no charge ($750lseat value) with 1~ image delivery
Seat License for one (1) Department @ no charge ($750/seat value) with 2^~ image delivery
Seat License for one (1) Department @ no charge (5750lseat value) with 3rd image delivery
2) Images are to be delivered with an image size of approximately 3-5 M8.
D. Image Captures:
Three Images Captures during this six (6) year agreement (one capture in Year One, one capture in Year Three and one capture in
Year Five). Year Three and Year Five Captures shall be identical to Year One Capture (with regard to sector count and types of
images) unless Licensee submits a "Request for Change" prior to each capture. Sector price shall stay the same for these dtanges.
E. US Census Bureau TIGER line files of County or a base map supplied by Licensee.
F. DEMS (Digital Elevation Models) -
_X_USGS Digital Elevation Models (DEMS) provided by Pictometry.
3J Documentation: Pictometry International Corp. shall furnish 1 digital copy of the Documentation for the Licensed Software.
4) Training induded in License Fee: Pictometry International Corp. shall conduct two (2) End User orientation sessions of up to 25 people for
employees of the Licensee or Authorized Subdivisions thereof at the Licensee's site. In addition there will be one (1) Advanced User technical
training far one group of up to 10 people using Licensee computers. Licensee has the option of receiving two (2) End User Orientation
Sessions and one (1) Advanced User technical training upon shipment of second and third Image Library. Pictometry also provides one
Administration / IT training session designed to provide the administrators of the Pictometry image library with the know{edge they will need to
manage and distribute acxess to the Pictometry solution. This session is done remotely using online tools such as GotoMeeting.
1 ane. ~ ~
All inclusive training package(s) in Year Mi~.1~iig~this agreement.
5) Telephone Support: During the six (6} years of this Agreement, Pictometry shall provide thirty (30) hours of telephone support to the people
who have completed the Advanced User technical trainings and who are individually identified by Licensee.
Licensed Software: Pictometry International Corp. shall supply one copy of the Pictometry Electronic Field Study (EFS) software, latest version,
on the Storage Media supplied as specified herein. Licensee and Authorized Users may download updated versions of the Licensed Software
free of charge for a period of six years from the initial date of shipping of the EFS Software, along with a copy of the updated documentation
7) Annual Image License Fees of Nine Thousand twelve Dollars ($ 9012.00) for first capture
Annual Image License Fees of Nine Thousand Five Hundred Twelve Dollars ($ 9512.00) for second capNre
Annual Image License Fees of Ten Thousand Thirteen Dollars ($10,013.00) for third capture
• This is the Annual License Fee for the Licensed Images, Licensed Software, Licensed Documentation and support.
• Long Term Incentives ("LTI") have been applied to the fees shown above. In the event License terminates this Agreement prior
to the end of the six (6) year Agreement term, all LTI monetary considerations shall be revoked and these funds shall be
immediately due and payable to Pictometry. Repayment of LTI considerations does not apply if funds for Oblique Imagery are
not appropriated. If such funds are not appropriated, Licensee shall provide Pictometry with written documentation of non-
appropriation from the funding source (such notification shall be prior to any pending image capture). If funds are not
appropriated for the purchase of Oblique Imagery. contract shall stay in force but new Image libraries shall not be captured or
delivered until outstanding balances due have been paid.
• The duration of the License is six (6) years at the above fees.
• At the end of the term of this Agreement, the Licensee is granted a Perpetual License for all Licensed Images and Licensed
Software at no additional cost.
• At the end of this License Term, optional Support and Upgrades for Licensed Software may be continued by:
o Entering into a new license for new images, or
o Paying an annual Support and Maintenance Fee of 5 % of the Mnual License Fee of the last capture
CONFIDENTIAL Page 3 0l6 ~ 05012009
Pictometry~_~ Licensee
Pictometry Economic Alliance Partnership -Licensee shall be eligible for the Pictometry Economic Alliance Partnership as
outlined on Schedule B. The EAP Program described on the attached Schedule B shall stay in effect for a two (2) year term.
EAP coverage shall continue for an additional four (4) year term and offerings will be based on the then prevailing EAP Program.
The annual cost of the Images is fixed for a period of five (5) years from the date of this License Agreement with Pictometry to
provide consistency in pricing should the Licensee wish to amend the Schedule A to purchase annual imagery (an additional set
of images on the one year anniversary of this Ucense).
8) Storage Media. For each delivery, delivery media will be a 232 GB storage device delivered by (and purchased from) Pictometry at a cost of
5185.00 x 3 captures = S 555.00.
9) Total Cost: The Total Cost of this License Agreement is Sixty Six Thousand t?ne Hundred Six Dollars (i 66,106.00), plus any ap~icable
sales tax. Long Term Incentives ("LTI") have been applied to this total cost. Total cost is broken down as follows:
First Year
Annual License Fee $ 9,012.00
Delivery Media $185.00
Change Analysis Software 1 Seat at no charge
6 inch TIF Tiles no charge for 1st Capture
6 inch SID Mosaics $45.00 (50% of Mosaic Cost from 151 image capture}
12 inch TIF Tiles no charge for ist capture
12 inch SID Mosaics $11.25 (50°~ of Mosaic Cost from 1st capture]
Pictometry Online $960.00
Advanced Training $ 2165.00
First YearTotal 12 379.00
Second Year
Image License Fee $ 9,0 t 2.00
6 Inch SID Mosaics $45.00 (Balance of mosaic cost from 1~ Image Capture)
12 Inch SID Mosaics $11.25 (Balance of mosaic cost from 151 Image Capture)
Pictometry Online $ 960.00
Second Year Total 10 029,00
Third Year
Image License Fee $ 9512.00
Delivery Media $185.00
Change Analysis Software 1 seat at no charge
6 inch TIF Tiles $450.00 (5096 of Tile cost from 2^d image capture)
6 inch SID Mosaics $45.00 (50°k of Mosaic Cost from 2^d image capture)
12 inch TIF Tiles $225.00 (5096 of Tile cost from 2^a image capture)
12 inch SID Mosaics $11.25 (50°k of Mosaic Cost from 2^~ capture)
Third YearTotal 10429.00
Fourth Year
Image License Fee
6 inch TIF Tiles
6 inch SID Mosaics
12 inch TIF Tiles
12 inch SID Mosaics
Fourth Year Total
$ 9,512.00
$450.00 (Balance of Tile cost from 2^d image capture)
$45.00 (Balance of Mosaic Cost from 2^" image capture
$225.00 (Balance of Tile cost from 2^d image capture)
$11.25 (Balance of Mosaic Cost from 2^~ capture)
10 244.00
Fifth Year
Image t.icense Fee $10,013.00
Delivery Media $185.00
Change Analysis Software 1 seat at no charge
6 inch TIF Tiles $900.00 (50°~ of Tile cost from 3<a image capture)
6 inch S!D Mosaics $45.00 (5090 of Mosaic Cost from 3~ image capture)
CONFIDENTIAL Page 4 of 6 05012009
/ n
Pictomerry~~ Licensee~~
12 inch TIF Tiles $450.00 (50°~ of Tile cost from 3ro image capture)
12 inch SID Mosaics $11.25 (50°k of Mosaic Cost from 3~ capture)
Fifth Year Total 11 605.00
Sfxt'h Year
Annual Image License Fee $10~t3.00
6 inch TIF Tiles $900.00 (Balance of Tile oast from 3~ image capture)
6 inch SID Mosaics $45.00 (Balance of Mosaic Cost from 3~d image capture)
12 inch TIF Tiles $450.00 (Balance of Tile cost from ~ image capture)
12 inch SID Mosaics $11.25 (Balance of Mosaic Cost Pram 3ro capture)
Sixth YearTotal 11 420.00
LICENSEE SHALL BE ELIGIBLE FOR 200 SEATS OF PICTOMETRY ONLINE (POL) AS INDICATED ON THE ATTACHED POL ORDER FORM.
THE COST OF THIS SUBSGRIPTION SHALL BE COVERED BY A LONG TERM INCENTIVE (LTI) FOR THE FIRST YEAR.
10) Taxes: All license Fees or other prices listed in this Agreement are exclusive of Federal, State and Local taxes. Licensee will be responsible
for any taxes due under this License Agreement.
11) Payment: The Licensee shall remit to Pictometry International, Corp. the First Year Total Fee within 30 days of the shipment of the Licensed
Software and first Image Library, as spedfied in this Schedule A. All shipment efforts by Pictometry International Corp. shall be coordinated with
the Licensee. Payment of the Second Year Total Fee shall be due on the one-year anniversary of the first Image Library shipment date.
Payment of the Third Year Total Fee shall be within 30 days of the shipment of the second Image Library, as specified in this Schedule A.
Payment of the Fourth Year Total Fee shall be due on the ane-year anniversary of this second Image Library shipment date.
Payment of the Fifth Year Total Fee shall be due within 30 days of the shipment of the third Image Library, as spedfied in this Schedule A.
Payment of the Sixth Year Total Fee shall be due on the one-year anniversary of this third Image Library shipment date.
It is understood that the payment schedule is for the convenience of the Licensee. All monies are considered earned upon shipment of the first
Image library. Payment of the Second, Third, Fourth, Fifth and Sixth Year Total Fees with the First Year tots{ Fee will receive a 2°k discount on
those Second, Third and Fourth Year Total Fees. Fees past due for 30 days shall be charged a late fee of 1.536 per month.
Payment &eakdown:
First Year Total Fee due on first Image Library shipment = 12 379.00
Second Year Total Fee due on one-year anniversary of first Image Library shipment = 10 029.00
Third Year Total Fee due on second Image Library shipment = 10 429.00
Fourth Year Total Fee due on one-year anniversary of second Image Library shipment = 10 244.00
Fifth Year Total Fee due on third Image Library shipment = 11.605.00
Sixth Year Total Fee due on one-year anniversary of third Image Library shipment = 11 420.00
12) Delivery Schedule: The image capture process and the delivery date maybe affected by weather conditions or aircraft availability. Licensee will
accept delivery within thirty (30) days of notification by Pictometry.
13) Modifications to License Agreement:
a. Paragraph 5.1 is modified by the addition of the words °has the option to' and "only with the written permission of Licensee" to
read as follows:
5.1 Geographic Data. If available, Licensee has the option to provide to Pictometry geographic data in industry standard
format, shape, DBF, etc., induding digital elevation models, street centerline maps, tax parcel maps, centroids, etc., which
data, to the extent practicable, shall be incorporated into the Image Library licensed to the Licensee. Licensee agrees that
any of this data that is owned by the Licensee, may be distributed by Pictometry with the Image Library that is used in the
Pictometry On-Line product and in licensing the Image Library to other licensees, only with the permission of the Licensee.
At no time shall Pictometry daim ownership of that data.
CONFIDENTIAL Page 5 of6 05012009
~ j (n
Pictometry Licensee~..~.n -
14} Recommended Minimum System Requirements for Electronic Field Study. A Pentium III witlt a d50 MHz processor, 256MB memory minimum
512MB+ recommended, windows 2000/XP, a video card with 4 MB memory capable of 1024 x 768 resolution, ,display color of 24bit or higher,
100MB NIC and 50MB free disk space for software.
15} Training and Support Services: Additional training and support services are available to licensee at the then prevailing prices.
CONFIDENTIAL Page 6 of6 05012009
Pictometry~+;~~<. Licensee~~
SCHEDULE "B"
Pictometry Ecaaomic Alliance Partnership
(EAP benefits apply to the initial term of the License Agreement as noted on Schedule A)
1. Benefits
A. Imagery• -with Pictometry's EAP program the Licensee shall keep its imagery forever, the EFS Software
and Image License becomes perpetual at the end of the term of the License Agreement.
• Ortbo Imagery -With the purchase of Pictometry Oblique Imagery, Licensee receives Ortho
Imagery at no additional charge
• Ortbo Mosaic Imagery -With the purchase of Pictometry Oblique Imagery, Licensee receives
Ortho Mosaics at no additional charge, including an area-wide Mosaic of all imagery captured.
B. Disaster Coverage at No Additional Charge - Pictometry's proven background in rapid response image
capture, processing. and delivery is unmatched. Cities, Caunties and States can benefit from Pictometry's
expertise. Pictometry will image up to 200 sq mi of affected areas of Federally Declared Disasters caused by
Hurricanes (category 2 and above), populated areas affected by fires, terrorist attacks, Tsunami and Earthquakes
at no charge. Affected areas are determined by Pictometry and Pictometry will work with county and state
governmental licensees and request their additional input regarding their needs. Note: There is no wait for a
Federal Declaration under the following circumstances:
• Hurricane Coverage at No Cost - Pictometry will capture and quickly deliver imagery of affected
areas of Category 11 hurricanes and above to yaur cif}, county or state at no additional expense. Coverage
far hurricanes below this categor} may be arranged at reduced EAP rates.
• Tornado Coverage at No Cost -Pictometry will capture and quickly deliver imagery of areas
impacted by Tornados with ratings of EF=t and above to your city, county or state at no additional cost.
Coverage, far tornados below EF=1, may be arranged at reduced EAP rates.
• Terrorist Coverage at No Cost - Pict~~metry will capture and quickly deliver imagery of damage due
to terrorist attack for up to 200 square miles at no additional cost.
Software -Use of Pictometn~ Change .4nalysisT"' or Web Deployment of Disaster Imagery -
Pictometry's Rapid Response Program includes the use of our ready-to-use, unique Change Analysis sofhvare for
ninet}' days. "The powerful Change Ana!}sis software simultaneously compares pre and past disaster images to
make recavery and restoration efforts more effective and efficient. Pictometry Web Deployment of disaster
imagery may also be available at no charge fir ninety days.
C. Enterprise-wide Infrared Software at No Additional Charge -Pictometry will provide Eco-ViewT'",
an easy-to-use Infra-Red Software solution, at na additional charge when you purchase Pictometry's Near (nfra-
Red imagery.
D. Software Installation and Maintenance Costs -During the initial term of the Pictometry License
Agreement, Pictometry shat I provide Licensed Software to Licensee with no charge for upgrades, maintenance or
support under License's EAP. At the end of the term of the Safware License Agreement, the license for software
and imagery becomes perpetual. Support for the Perpetual Licensed Software may be continued at no charge with
the signing of a License Agreement with EAP Program far another Image Library.
E. Marketing -Pictometry will market your G!S Layer data to Pictometry's many business partners only
upon your written request. Revenue derived from this sale shall be split 50/50 between Licensee and Pictometry.
Pictometry initial'~_ Licensee initial:_~ ~ 05012009
SCHEDULE "C"
Digital Imagery Specifications
Dimensions and Resolution:
All values are approximates based on target height-over-ground. The actual values vary due to elevation changes.
Individual Images:
Premier Community Images
CS Oblique (Nominal 12 Inch)
Footprint:
Front Line:
Back Line:
Front to Baek:
Ground Sample Distance:
Front Line:
Middle Line:
Back line:
3,700 feet (I 128 meters)
5,100 feet (1554 meters)
4,600 feet (1402 meters)
0.9 feet'pi~+el (0.27 meterslpixel)
I.I feeUpixel (C1.34 metersrpixel)
1.3 feetlpixel (CL40 meters/pixel)
CS Orthogonal (Nominal 12 Inch)
Fooprint.• 3,600 x 2,400 feet (1097 x 731 meters)
Cround Sample Distance.• 09 feetlpixel (0.27 meters/pixel)
Premier Community Images
C3 Oblique (Nominal 12 Inch)
Foatprint:
Front Line:
Back Line:
Front to Back:
Ground Sample Distane°e:
Front Line:
Middle Line:
Back Line:
3,100 feet (975 meters)
6,300 feet (1.524 meters)
6,100 feet (131 1 meters)
1.0 feetlpixel (0.24 meters!pixel)
1.3 feet~pixel (0.30 rneters~pixel)
2.0 feetlpixel (0.38 meters~`pixel)
C3 Orthogonal (Nominal 12 Inch)
Footprint: 4,000 x 2,700 feet (1219 x 823 meters)
Ground Sample Distance: I.0 feet%pixel (0.31 meters/pixel)
Elite Community Images
Oblique (Nominal 8 I__nc__h]
Footprint:
Front Line:
Back Line:
Front to Back:
Ground Sample Distance.•
Front line:
Middle Line:
Back Line:
3>000 feet (915 meters)
6,000 feet (1830 meters)
4,700 feet (1.433 meters)
U.8 feetlpixxel (0?4 meters/pixel)
1.0 feet`pixel {0.3U meterslpixel)
1.5 feetlpixel (0.46 meters/pixel)
OrthoQOna! (Nominal 8 Inch)
Footprint: 2,600 x 1,700 feet (793 x 518 meters)
Graund Sample Distance: 0.6 feet~pixel (0. l8 meters/pixel)
`1
CONFIDENTIAL Licensee Initial ~~_ Page 1 of 5
Not for distribution to third parties
05012009a
Premier Neighborhood lmages
Obliaue (Nominal 6 Inch)
Footprint:
Front Line:
Back Line:
Front to Back:
Gruund ,Sample Distance:
Front Line:
Middle Line:
Back Line:
Orthogonal (Nominal 6 Inch)
Footprint:
Ground Sample Distance:
Elite Neighborhood lmages
Oblique (Nominal 4 [nch)
Footprint:
Front Line:
Back Line:
Front to Back:
Grvund Sample Distance:
Front Line:
Middle Line:
Back Line:
Ortho (Nominal4Inch)
Footprint:
Ground Sample Distance:
Sector Tiles:
One-Meter_Sector Tiles
2,500 feet (762 meters)
4000 feet (1220 meters)
3400 feet (1037 meters)
0.6 feet pixel (0.18 meterslpixel)
0.8 feettpixel (0.24 meterslpixel)
1.0 feet'pixel (0.30 meterslpixel)
2,000 x 1,330 feet (610 x 405 meter)
0.5 feet'pixel (0.15 meters!pixel)
1,400 feet (427 meters)
2,000 feet (61 U meters)
1,800 feet (549 meters)
0.35 feevpixel (0.1 I meterslpixe{)
0.41 feet~'pixel (0.12 meters!pixel)
0.49feet~pixel(0.15 meterstpixel)
1,385 x 923 feet (422 x 281 meters)
0.35 feeUpixei (0.1 1 meters!pixel)
Footprint: 5?80 x 5,280 feet (1,609 x 1,609 meters)
Pizel Size: 3.28 feet/pixel (I.0 meters `pixel)
Source /magery: Community Orthogonal (12 and 9 inch) and!or Neighborhood Orthogonal (Premier and Standard)
Radiometry: Not radiometrically balanced, may have observable cut lines and could consist of imagery taken over
a period of several days.
File Si_e (Apprvx.): 8,000 KB (JPG format)
One-Foot Sector Tiles
Footprint: 2.640 x 2,640 feet (805 x 805 meters)
Pixel Size: I.0 feetlpixel (0.3048 meters/pixel)
Svurce Imagery: Community Orthogonal (12 and 9 inch) andbr Neighborhood Orthogonal (Premier and Standard)
Radiometry: Not radiometrically balanced. may have observable cut lines and could consist of imagery taken aver
a period of several days.
File Sire (Approx. ): 20,900 KB (JPG format)
Siz-Inch Quarter Sector Tiles
Fnotprinr: 2.640 x 2,640 feet (805 x 805 meters)
Pixel Size: 0.5 feedpixel (0.1524 metersipixel)
Svurce /magery: Premier Neighborhood Orthogonal andbr Neighborhood Orthogonal
Radiometry: Not radiometrically balanced, may have observable cut lines and could consist of imagery taken over
a period of several days.
File Size (Approx. ): 83,500 KB (JPG format)
Pictometry Standard Ortho Mosaic Products
Pictometry ortho mosaic products are the result of high definition, full color aerial images and automated mosaicking processes that
incorporate digital elevation data to aeate large•area mo~s?aicked ortho images from the individual Pictometry ortho frames. Pictometry orlho
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images are captured along with the oblique imagery to aeate libraries of images that are unequalled in cost-effectiveness, high detail and ease
of use.
Pictometry builds in quality control, programmatic error correction, and data integrity checks into the planning, capture, and processing of the
images. There are a few artifacts of the Pictometry ortho mosaic process that may still be evident with the automated mosaicking process. This
is a summary of the types of artifacts that may be evident in a small portion of the Pictometry ortho mosaic tiles. Examples of mosaic tiles and
the artifacts described below are on the following pages.
Disconnects in Non•Elevated Surfaces: These disconnects are generally caused by inaccurate elevation data
Disconnects in Elevated Surfaces: (Roadways, Bridges, etc.) Elevated roads, bridges, etc. that are not represented in the elevation data
may result in disconnects along mosaic seam lines
Building Irrtersed and Cliaping: Similar to elevated roads and bridges, buildings that are not represented in the elevation data may result in
disconnects along the structure
Seasona_ 1 Cutlines: Vsible outlines may exist between images taken at different times in a season, or between seasons
Ground Illumination Cutlinas: Variations in illumination (sunny, high overcast, mominglaftemoon, etc.) between flight days may result in
visible outlines
Color Variations -Single GSD: Illumination differences and multiple-airaaft/camera capture result in varying color temperature which can
appear as visible outlines in a mosaic
Color Variations • Mixed GSD: When a customer chooses portions of their area to be flown at different ground sample distances (GSDs),
there will frequently be a noticeable difference (outline) along the seams between the two resolutions
Color Variations -Water. When multiple individual frames are used to aeate a mosaic across a body of water (lakes, ponds, rivers, etc.).
there will likely be noticeable outlines in the water
Regions Geograehically Miselaced: From time to time, the geopositional data is corrupt or improperly processed and will mis-positron the
images and result in a defective mosaic. These are inspected for and corrected in Processing
Lack of t Edges of Coverage: Along the edges of an area being captured (the border of a t:ounty, for example), there may be mosaic tiles
aeated with partial wveraEge. The missing areas along the edge are filled with blade. Where coverage in one GSD does not exist but other
GSD imagery is available, the second GSD imagery will be used to fill the gap
Processing Errors: Software bugs and improperly applied geopositional data is inspected for and corrected before products are delivered to
customers
Custom Ortho-Mosaics:
Pictometry can create custom ortho-mosaics based on the resolution of the imagery captured. If a custom ortho-mosaic is
desired, the full specifications will be spelled out in a separate addendum. It is important. to note that while the ortho-mosaic can
be created at any pixel resolution, up or down, creating an ortho-mosaic with a pixel size smaller than the ground sample
distance of the input imagery w°ill not contain any more information than the resolution of the input imagery. In other words, if
}ou create asix-inch ortho-mosaic from one-foot imagery, even though the pixels will be six-inch. the overall image data
resolution will still only be one-foot. For this reason, it is important to ensure the base imagery purchased meets or exceeds the
resolution requirements of arty ortho-mosaics }°ou need. Under-sampling, for instance creating cone-foot ortho-mosaic from six-
inch resolution imagery, is not a problem and generally produces very good results.
Pictometry also has licensed partners who can create an ortho-mosaic product that can be certified to a particular accuracy. In
general, ortho-mosaics from Pictometry's neighborhood orthogonal imagery can meet NMAS 1:1200 (1.0-meter RMS error at
95°fo confidence interval) in relatively flat terrains or areas with good elevation data. For areas with highly variable terrain or
areas with poor elevation data, this number generally drops to NMAS l'?400 (2.0-meter RMS error at 95°o confidence intenal).
Certified ortho-mosaics can be created from Pictometry's community orthogonal imagery, but only under certain capture
parameters. As such, it is important to include any custom ortho-mosaic requirement with the image capture requirements such
that the community orthogonal imagery can be captured in a wa}° consistent with certification requirements.
General SaeciGcations:
Orthogonal Images
Sensor Size Pixels: 4008 x 3672 (or 3208 x 2672 for some Community level imagery) in a Landscape
orientation.
Image Format Industry-standard image format with proprietary image trailer, including JF[F (JPEG), TIFF, and
BMP.
Image Quality Images will have an unobstructed view of the ground. In controlled airspace around airports, etc..
and in areas of rapid elevation changes, the image footprint sizes and resolutions may vary. There
may be varying degrees of ground illumination and color variations due to lighting and cloud
shadows.
1 ~ `-~
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Measurement Accuracy <0.5% measurement error, excluding user pixel selection error
Pixel Placement Accuracy Pictometry provides a visualization system and therefore does not certify image accuracy.
However, some Pictometry customers have done their own certification on the Pictometry data
after delivery and have shared their results. On average, customers have been seeing better than
1.0-meter RMS error at a 95% confidence lev°el (LAMAS 1:1200) for orthogonal imagery over
relatively flat terrain or in areas with accurate elevation data, and 2.0-meter RMS error at a 95°,'0
confidence level (LAMAS 1:2400) for more varied terrain or in areas with poor elevation data.
However, Pictometry does not guarantee these accuracies and your results may vary.
Sensor Orientation Pictometry utilizes an I MU (Inertial Measurement Unit), ground station post-corrected
differential GPS, and Kalman filtering to achieve a high degree of positional and directional
accuracy.
Sensor Positional Accuracy mean 1 Scm absolute
Sensor Directional Accuracy 0.015 degrees absolute (roll/pitch)
0.035 degrees absolute (heading)
Ortho-Rectification The images are ortho-rectified to back out the optical deviations of the capture system and the
variations due to elevation changes (utilizing the best DEM data available, including customer
provided DEM data), resulting in geographically square pixels aligned to a rectilinear grid. This
grid can be one of any number of coordinate systems, including Latitude°Longitude, State Plane,
IITM, and more. The desired coordinate system should be specified in the contract, or a default
coordinate system will be used.
Image Export JFIF (JPEG), TIFF, BMP
EF5 software can be utilized to export the images into any of the above industry-standard
formats. The orthogonal images can optionally be re-projected during this export process, and an
associated geography file can be created as well for use in importing the images into GIS
mapping software.
Image Tiling Individual orthogonal images are edge-feathered and mosaiced to produce orthogonal image tiles
with file sizes selected to balance single image coverage as well as manageability of open images.
These orthogonal tiles provide continuous coverage across the area of interest. While some color
balancing is done, these orthogonal tiles are not fully radiometrically balanced or edge-matched.
Obliane_Ima~es
Sensor Size Pixels: 4008 x 2672 (or 3208 x 2672 for some Community level imagery) in a Landscape
orientation.
Image Format Industry-standard image format with proprietary image trailer, including JFIF (JPEG), TIFF, and
BMP.
Image Quality Images will have an unobstructed view of the ground. In controlled airspace around airports, etc.,
e footprint sizes and resolutions may vary. There
the ima
h
g
anges,
and in areas of rapid elevation c
may be varying degrees of ground illumination and color variations due to lighting and cloud
shadows. Due as the nature of oblique aerial photography, there may also be artifacts such as haze
and glint and glare caused by reflected sunlight.
Measurement Accuracy <0.75% measurement error, excluding user pixel selection error
Pixel Placement Accuracy Pictometry provides a visualization system and therefore does not certify image accuracy.
have done their own certification on the Pictometry data
However, some Pictometry customers
after delivery and have shared the'v results. On average, customers have been seeing better than
2.0-meter RMS error at a 95% confidence level (LAMAS 1:2400) for oblique imagery over
with accurate elevation data, and 4.0-meter RMS error at a 95%
i
n areas
relatively flat terrain or
confidence level (N MAS 1:480(1) for more varied terrain or in areas with poor elevation data.
However, Pictometry does not guarantee these accuracies and your results may vary.
Sensor Orientation Pictometry utilizes an 1MU (Inertial Measurement Unit), ground station past-corrected
ositional and directional
ree of
h de
hi
hi
p
g
g
eve a
differential GPS, and Kalman filtering to ac
accuracy. ~l ~
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Sensor Positional Accuracy mean 15cm absolute
Sensor Directional Accuracy O.OlS degrees absolute (rolVpitch)
0.035 degrees absolute (.heading)
Image Export 1FlF (JPEG). TIFF. BMP
EFS software can be utilized to export the images into any of the above industry-standard
formats.
Notes
1. The existing National Map Accuracy Standards focus on conventional analog aerial photography products. When used for
digital mapping products, it is necessary to specify the approximate image scale (e.g. 1:1200) when stating NMAS requirements.
2. Pictometry's orthogonal images provide the coordinate accuracy fulfilling most planemetric requirements, however, Pictometry
data is not intended for authoritative definitive mapping or surveying replacement. If there is a need for authoritative mapping
products, additional work is required by licensed individuals in order to certify Pictometry's orthogonal imagery. Alternatively,
a separate, authoritative orthogonal image capture can be done and those orthogonal images used inside of Pictometry. Our
oblique images are unique to Pictometry and are intended to provide data not available elsewhere and lateral views with more
visual information, such as building stock analysis. In Pictometry the orthogonal and oblique images are linked for your
convenience and additional study. With a few clicks you can find the revealing lateral views. height measurements, and other
information afforded by the oblique images while usin the covrdinate accuracy afforded by the orthogonal images.
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SCHEDULE "D"
Sector Map
~;'` ~ 05012009
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