HomeMy WebLinkAboutLatitude Geographics Group CITY OF AUBURN AGREEMENT
FOR PROFESSIONAL SERVICES
THIS AGREEMENT made and entered into on this 12'� day of Januarv, 2016. by and
between the City of Auburn, a municipal corporation of the State of Washington, hereinafter
referred to as "City" and, Latitude Geo�aphics Group Ltd. hereinafter referred to as t6e
"Contractor."
WITNESSETH :
WHEREAS, the City is engaged in or readying itself to be engaged in its project of
i_mplementin� Geocortex active operatin�picnue(AOPI and is in need of services of individuals,
employees or firms for work on said project; and, �
WHEREAS, the City desires to retain the Contractor to provide certain services in
connection with the City's work on said project; and,
WHEREAS, the Contractor is qualified and able to provide consulting services in
conneclion with the City's needs for the above-described work/project, and is willing and
agreeable to provide such services upon the terms and conditions herein contained.
NOW, THEREFORE, the parties hereto agree as follows:
L Scone of Services.
The Contractor agrees to perform in a good and professional manner che tasks described
on Exhibit "A" attached hereto and incorporated herein by this reference. (The tasks
described on Exhibit "A" shall be individually referred to as a "task," and collectively
referred to as the"services.") The Contractor shall perform the services as an independent
contractor and shal] not be deemed, by virtue of this Agreement and the performance
thereof, to have entered into any partnership, joint venture, employment or other
relationship with the City.
2. Additional Services.
From time to timc hereafter, the parties hereto may agee to the performance by thc
Contractor of additional services with respect to related work or projects. Any such
agreement(s) shall be set foRh in writing and shall be executed by the respective pazties
prior to the Contractor's performance of the services there under, except as may be
provided to the contrazy in Section 3 of this Ageement. Upon proper completion and
execution of an addendum (agreement for additional services), such addendum shall be
incorporated into this Agreement and shall have the same force and effect as if the terms
of such addendum were a part of this Agreement as originally executed. The performance
of services pursuant to an addendum shall be subject to the terms and conditions of this
Agreement except where the addendum provides to the contrary, in which case the terms
and conditions of any such addendum shall control. In all other respects, any addendum
shall supplement and be construed in accordance with the terms and conditioas of this
Agreement.
Page I of 9
3. Perfonnance of Additional Services Pnor to Execution of an Addendum
The parties hereby agree that situarions may arise in which services other than those
descnbed on Exhibit "A"aze desired by the City and the time period for the completion of
such services makes the execution of addendum impractical prior to the commencement of
the Contractor's perfortnance of the requested services. The Contractor hereby agrees that
it shall perform such services upon the oral request of an authorized representative of the
City pending execution of an addendum, at a rate of compensation to be agreed to in
connection therewith. The invoice procedure for any such additional services shall be as
describcd in Section 7 oFthis Agreement.
4. Contractor's Reptesentations.
The Contractor hereby represents and warrants that he has all necessary licenses and
certifications to perform the services provided for herein, and is qualified to perform such
services.
5. Citv's Rcsoo�sibilities.
The City shall do the following in a timely manner so as not to delay the services of the
Conuactor:
a. Designate in writing a person to act as the City's representative with respect to the
services. The City's designee shall have complete authoriry to transmit
instructions, receive informarion, interpret and define the Ciry's policies and
decisions with respect to the services.
b. Furnish the Contractor with all information, criteria, objeceves, schedules and
standazds for the project and the services provided for herein.
c. Aaange for access to the property or facilities as required for the ContraMOr to
perform the services provided for herein.
d. Exaznine and evaluate all studies, reports, memoranda, plans, sketches; and other
documents prepared by the Contractor and render decisions regazding such
documents in a amely manner to prevent delay of the services.
6. Acceotable Standazds.
'fhe Contractor shall be responsible to provide, in connection with the services
contemplated in this Agreement, work product and services of a quality and professional
standazd acceptable to the City.
7. Compensa[ion.
As compensation for the Contractor's performance of the services provided for herein,the
City shall pay the Contractor the fees and costs specified on Exhibit "B" attached hereto
and made a part hereof(or as specified in an addendum). The Contractor shall submit to
the City an invoice or statement of time spent on tasks included in the scope of work
provided herein,and the City shall process the invoice or statement in the next billing/claim
cycle following receipt of the invoice or statement, and shall remit payment to the
Contractor thereafter in the normal course, subject to any conditions or provisions in this
Agreement or addendum.
8. Time for Performance and Term of Agreement.
The Contractor shall perform the services provided for herein, unless otherwise agreed to
in writing by the parties.
Page 2 of 9
9. Ownershio and Use of Documents.
All documents, reports, memoranda, diagrams, sketches, plans, surveys; design
calculations, working drawings and any other materials created or otheiwise prepazed by
the Contractor as part of his performa�ce of this Agreement (the "Work Products") shall
be owned by and become the property of the City, and may be used by the City for any
purpose beneficial to the City. Notwithstanding the foregoing, Contractor shall retain al]
right and tiUe in and to the intellectual property of Contractor's pre-existing works and its
Geocortex products.
10. Records Inspection and Audit.
All compensation paymeuts shall be subject to the adjustrnents for any amounts found upon
audit or otherwise to have been improperly invoiced, and all records and books of accounts
pertaining to any work performed under this Agreement shall be subject to inspection and
audit by the City, at the City's expense, for a period of up to three (3) yeazs from the final
payment for work performed under this Agreement.
1 L Continuation of Performance.
In the event that any dispute or conflict arises between the parties while this Contract is in
effect, the Contractor agrees that, notwithstanding such dispute or conflict, the Contractor
shall continue to make a good faith effort to cooperate and continue work towazd successfiil
compledon of assigned duties and respoasibilities.
l2. Administration of Aereement.
This Agreement shall be administered by , on behalf of the
Contractor, and by the Mayor of the City, or designee, on behalf of the City. Any written
notices requued by the terms of this Agreement shall be served on or mailed to the
following addresses:
Ciri of Aubum Contractor
Aubum City Hal] Latitude Geographics Group Ltd.
25 West Main 300— 1117 Wharf St.
Aubum, WA 98001-4998 Victoria, BC, Canada V8W ]T7
(253) 931-3000 FAX (253) 931-3053 (250) 381-8130
FAX (250) 381-S132
13. Notices.
All notices or communications permitted or required to be given under this Agreement
shall be in writing and shall be deemed to have been duly given if delivered in person or
deposited in the United 5tates or Canada mail, postage prepaid, for mailing by certified
mail,retum receipt requested, and addressed, if to a party of this Agreement, to the address
for the party set forth above, or if to a person not a party to this Agreement, to the address
designated by a party to this Agreement in the foregoing manner.
Any party may change his, her or its address by giving notice in writing, stating his,her or
its new address, to any other party, al] pursuant to the procedure set forth in this seceon of
the Agreement.
Page 3 of 9
14. lnsurance.
The Contractor shall be responsible for maintaining,during the term of this Agreemrnt and
at its sole cost and expense, the types of insurance coverages and in the amounts described
below. The Contractor shall furnish evidence, satisfactory to the City, of all such policies.
During the term hereof, the Contractor shall take out and maintain in full force and effect
the following insurance policies:
a. Commercial General Liability insurance, insuring the City and the Contractor against
loss or damages arising from premises, operations, iodependent contracton and
personal injury and advertising injury. The City shall be named as an insured under
the Contractor's Commercial General Liability insurance policy with respect to the
work performed for the City,with minimum liability limits of$1,000,000.00 combined
, single limit for personal injury, death or property damage in any one occuaence.
b. Such workmen's compensation and other similar insurance as may be required by law.
c. Professional liability insurance with minimum liability limits of$1,000,000.
d. Automobile Liability insurance covering all owned, non-owned, hired and leased
vehides. Coverage shall be written on Insurance Services OFfice (ISO) focm CA 00
01 or a substitute form providing equivalent liability coverage. If necessary,the policy
shall be endorsed to provide contractual liability coverage.
l 5. Indemnificarion.
The Contractor shall indemnify, defend and hold hazmless the City and its officers, agents
and employees, or any of them from any and all claims, actions, suits, liability, loss, costs,
expenses, and damages of any nature whatsoever, including attomey fees, arising out of
any negligent act or omission of the Contractor, its officers, agrnts, employees, or any of
them relating to or arising out of the performance of this Agreement except for injuries and
damages caused by the sole negligence of the City. [f a final judgment is rendered agaittst
the City, its officers, agents, employees and/or any of them, or joindy against the City and
the Contractor and their respecuve officers, agents and employees, or any of them, the
Conhactor shall satisfy the same to the extent that such judgment was due to the
Contractor's negligent acts or omissions.
16. Assi�ment.
Neither party to this Agreement shall assign any right or obligation hereunder in whole or
in part, without the prior written consent of the other party hereto. No assignment or
transfer of any interest under this Agreement shall be deemcd to release the assignor from
any liability or obligacion under this Agreement,or to cause any such liability or obligation
to be reduced to a secondary liability or obligation.
Page 4 of 9
17. Amcndmcnt. Modification or Waiver.
No amendment, modification or waiver of any condieon, provisiop or term of this
Agreement shall be valid or of any effect unless made in writing, signed by the party or
parties to be bound, or such party's or panies' duly authorized representadve(s) and
specifying with particularity the nature and extent of such amendment, modification or
waiver. Any waiver by any party of any default of the other party shall not effect or impair
any nght arising from any subsequent default.
Nothing herein shall limit the remedies or rights of the parties hereto under and pursuant
to this Agreement.
18. Termination and Susnension.
Either party may terminate this Agreement upon written notice to the other party if the
other party fails substanrially to perform in accordance with the terms of this Agreement
through no fault of the party terminating the A�eement.
The City may terminate this Agreement upon not less than seven (7) days written notice to
the Contractor if the services provided for herein are no longer needed from the Conhactor.
If this Agreement is terminated through no fault of the Contractor, the Contractor shafl be
compensated for services performed prior to termination in accordance with the rate of
compensation provided in Lxhibit"B" hereof.
19. Parties in Interest.
This Agreement shall be binding upon,and the benefiu and obligatio�s provided for herein
shall inure to and bind, the parties hereto and their respective successors and assigns,
provided that this section shall not be deemed to permit any transfer or assignment
otherwise prohibited by this Agreement. This Ageement is for the exclusive benefit of
the parties hereto and it does not create a contractual relavonship with or exist for the
benefit of any third party, including contractors, sub-contractors and their sureties.
20. Costs to Prevailine Partv.
In the event of such litigation or other legal action, to enforce any rights, responsibilities
or obligations under this Agreement, the prevailing parties shall be entitled to receive its
reasonable costs and attomey's fees.
21. Anplicable Law.
This Agreement and the rights of the parties hereunder shall be govemed by the interpreted
in accordance with the laws of the State of Washington and venue for any acrion hereunder
shall be in of the county in Washington State in which the property or project is located, and
if not site speciSc, then in King Commty, Washington; provided, however, that it is agreed
and understood that any applicable statute of lunitation shall commrnce no later than the
substantial completion by the Contractor of the services.
22. Captions. Headin�s and Tides.
All caprions, headings or tides in the pazagraphs or sections of this Agreement are inserted
for convenience of reference only and shall not constitute a part of this Agreement or act
as a limitation of the scope of the particulaz paragraph or sections to which they apply. As
Page 5 of 9
used herein, whcre appropriate, the singular shal] include the plural and vice versa and
masculine, feminine and neuter expressions shall be interchangeable. Interpretation or
construction of this Agreement shall not be affected by any determination as to who is the
drafter of this Agreement, this Agreement having been drafted by murual agreement of the
parties.
23. Severable Provisions.
Each provision of this Agreement is intended to be severable. If any provision hereof is
illegal or invalid for any reason whatsoever, such illegality or invalidity shall not affect the
validity of the remainder of this Agreement.
24. Entire Aereement.
This Agreement contains the entire understanding of the parties hereto in respect to the
transactions contemplated hereby and supersedes all prior agreements and understandings
between the parties with respect ro such subject matter.
25. Counteroares.
This Agreemeot may be executed in multiple counterparts, each of which shall be one and
the same Agreement and shall become effective when oae or more counterparts have been
signed by each of the parties and delivered to the other party.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
effective the day and year first set forth above.
CI'I'Y OF AUBURN CONT CTOR
—�� - - - �
Nancy Backus, a or N� ;
Title: T�EN MYHILLJONE$
Attesr. F►estdent � CEO
� _ /1 , ,�v 1AN 13 T01S
�-1' C_
Damelle E. Daskarn City Clerk
App ed as t form:
Daniel B. Hei , ity Attorne
Page 6 of 9
Inten[ionalty Omitted
Not Required
PROVIIJCE OF BRITISH COLLTMBIA)
) ss.
CANADA )
ON THIS day of , 20_, before me, personally appeazed
and , to me known to be the and
of the Contactor, the party(ies) who executed - the corporarion/company thar executed the within and
foregoing inswment, and acknowledged said instrument to be his/her/Iheir lhe free and voluntary act and
deed ojsaid corporarion/company, for the uses and purposes therein mentioned, and on oa(h stated thal
they were authorized[o exea�te said instrument.
GIVEN uoder my hand and official seal this day of , 20_
NOTARY PUBLIC in and for the Provioce of
British Columbia,Canada
My Commission Expires:
Page 7 of 9
Exhibit A
City of Aubum Geocortex AOP Implementation
Page 8 of9
Exhibit B
Latitude Geographics Product Order (LPOI), Scope of Use (L300), and Maintenance & Support
Policy(L400)
Page 9 of9
� Latitude Geographics� Proposal
City of Auburn
Geocortex AOP Implementation
September 8, 2015
To: From:
AGce Pence Latitude Geographics Group Ltd.
GIS & Database Specialist 200 - ili7 Wharf Street
Clty of Auburn Vlctorla, BC VSW IT7
Aubum, WA Canada
Contact
Colin Doak
Manager of Professional Services
TeC (250) 381-8i30
Fax: (250) 33_-8132
EmaiL cdoak@latitudegeo-com
www.latitudegeo.com � www.geocortex.com
Gaocor'�.2�,-;O? !mpl:rn�n�a�lon Scp[em�2r 5, 203
Document control sheet
ve�sio� ni5co�y,
. . �. - . .
1.0 June 30, 2015 Colin Doak IN[ial Revlsion
:.i August 2$ 20�5 James van Removed budget for
Dyk Geoevent Prowssor
installation; amended
Assumptians section
L2 Szptzmber 4, Colin Doak � Edits per conversation
2015 with the Ciry; added in
product descrip[ion of
AOP, darified
responsibilities regarding
the use of SQL Server
Approvals:
Name ,�/AN�y B�r.,C�.rS
Position ��ys�
Signature Date 1� 15 `� �
Name
Position
Signature Date
�020:5 Latitude Geographics Group Ltd. Page 2
, .__, ,
vru����ax:��,F�implern2n[ation Szp�e�r�berb, - -�
1.1.1 Privacy and Confidentralify
Tha conc—o�,o��his documen[ar2 confidential and prooriataiy. Disclos�u�e, disu ibu�ion or shanng of this
info�rna[ion wlrh pe�;ons oi en[ities, foi which i[i; no[ir[ancled, in arni �orm or foi arr�o[her puiposa
[han [i�e ��ralua[ion o��his pioposal, is orohibi[ed withou[ [he e::pi2ss, writ[en consen�o�Laotude
Geoqraphics Group L[d axcepi ds p�ovlded bv law.
1.1.2 Trademarks
Geocortex and Laritude Geographics are :�e�ls[ered trademark>o� Lati�uda Geographics Group L[d, in
[he Unitecl ��a[es and Canada. O�her companles and pior;i;cts inen[loned are tiademark;or�eglstered
[rademarks of[heir resaec[ive [rad�mai k owner;.
1.1.3 Acceptance of Terms and Conditions
ia[i[ude Gaographics acknoevledges tha[ It has reviewed che process, terms, conditions, and rese�ied
rign�con[ained in thi, proposal anrl has volun�arily chosen ;o pai riclpate in this proposal subjea[o
those procaduia, t�rm;, conditlons, ancl r=sei�ied rlgi��s.
m2015 All Rights Reserved. La[itude Geographics Group L[d.
�2015 La[itude Geographics Group Ltd. Page 3
-a���ce�?a:;:`.O� !inplern_nta�ion �ao[_i,ibei s", 20_5
Table of Contents
Document control sheet 2
1 Project Purpose 5
:.1 Project Success 5
2 Apolication Technologies 5
2.1 ArcGIS 5
22 Geocortex 6
23 Microsaft SQL Server 7
3 Project Understanding _7
3-2 Business Analysis 10
33 Event Logistics Workflow 10
3.4 Even[ Logistics Reports 10
3.5 Geocortex AOP Deplayment 1�
3.6 GeoEvent Extension fmplementation 12
3J AppGcationTesting lZ
3.8 Delivery and Documentation 12
4 Latitude Responsibilities 12
5 City of Auburn Responsibilities 13
6 Assumptions 13
7 Cost & Budget 13
c02015 La[itude Geographics Group Ltd. Page 4
Gaoeo�'�.�z,>OF Irrpl�menr,aCior Sep�mb�� 3, 703
1 Project Purpose
The City oF Auburn's Emergency Opera[ions Center(EOC) is responsible for carrying out emergency
preparedness and management in an emergency situa[ion. The City requested an estimate of effort to
implement a Geocortex Active Operating Picture (AOP) application for the EOC using Geocortex
Bsentials- Presen[ly, the Ciry uses Geocortex Essentials and the Geocortex Viewers for Silverlight and
HTMLS for a variety of internal and public facing applications.
In addition to the deployment of a Geocortex AOP application, the EOC requires the developmen[of an
Event Logistics WorkFlow. This workflow will allow [he EOC to create and main[ain requesu for logistics
related to an emergency event, coordinate with State and other key stakeholders,and streamline funding
approvals.
1.1 Project Success
To be successful, the application must be able to provide a common interface for EOC staff and
managemen[ro coordinate Ciry staff and 1s"��during an emergency event. The appfication must
also allow EOC staff to generate and manage request for logistics during an event.
2 Application Technologies
The proposed solution will be built around three existing sohware technologies ArcGIS from Esri Inc,
Geocortex from Latitude Geographics and Microsoft SQL Server.
2.1 AreGIS
The proposed solution will be designed to use Esri's ArcGIS for Seiver(AGS) as its primary data source,
AGS provides the following functionaliry which will be used direcdy by the application:
. Feature Services
• Map Services
• Geometry Services
• GeoEventProcessor
Each oF[hese is dlscussed ln more detail in Che following sections.
2.1.1 Feature Services
Feature services supply map data (spatial data) to Geocortex Essentials ln a format which the application
can consume and present to the end user, With AGS, spatial da[a will remain inside the City's network.
Feature services may allow authorized users to edit spatial data. In the application, spatial data
representing, Event Logistics and AOP entities will be published as feature services to enable edi[s.
2.1.2 Map Services
Like feature services, map services supply spatial data to Geocortex Essentlals in a consumable forma[-
Map services cannot be used for editing, so they may be used in the application to provide spatial data
for querying and analysis. In the application, map services will be used for querying,viewing and analysis
� purposes,
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2.1.3 Geometry Services
Geometry services provide functionaliry to check distances between map features, check overlaps, create
buffer zones, and other spatial Functions, Geometry servlces may be sourced from any of[he ArcGIS
sohware, and they are self-contained (they need no data in order [o run).
2.1.4 GeoEvent Processor
The GeoEvent Extension for ArcGIS allows real-time data feeds and streams to be intzgrated as data
sources in Geocortex Essentlals- GeoEvent data can be Filtered and processed, which allows business rules
and conditional alerts [o be applied to data as it is received.
Generating notifications For the application will require the configuration or implementation of GeoEvent
Input Connectors-An Input Connector is the component responsible for receiving and interpreting zvents
from a data stream The GeoEvent Extension for ArcG15 Server indudes a Software Development Kit
(SDK) that provides the tools requlred to create custom data adapters and transports.This will allow the
City to author and manage a set of data processing rules related AOP Events and define output
connectors For sending notifications and alerts.
2.2 Geoeortex
Latitude Geographics produces Geocortex software that allows organizations to create simple [o complex
web mapping applications based on Esri's ArcGIS platform. Geocortex Essentials is the current product
from Latitude Geographics for creating web mapping applications and the Ciry already has licenszd this
sohware-
For the City's AOP implementation,AGS will be the cen[ral Esri technology. The most important parts of
Geocortex that the proposed solution will [ake advan[age of are as follows:
• Geocortex Viewer Framework
• Geocortex Workflow
• Geocortex AOP
Each of these is discussed in more detail in the following sections.
2.2.1 ViewerFramework
The Geocortex Vlewer for HTML (GVH) is a flexlble framework for creating custom mapping uszr
interfaces.The proposed application will require a configura[ion of an AOP Viewer shell using the GVH
framework.
2.2.2 WorkRow
Geocortex Workflow is the primary technology whereby custom business logic can be implemented
insidz Geocortex Essentials. Pre-built modular activities are chalned together in a sequence or flowchart
manner, and published inside a Geocortex Essentials web mapping application to address custom
requirements.
Geocortex Workflow will be the functionality which enables modulanry and extensibiliry of the
application. More details on this is in the Modularity and Extensibility section later in this document.
2.2.3 Geocortex AOP
AOP allows Emergency Management staff to visualize dynamic spatial information when planning for,
responding to and recovering from emergencies-It provides access to accurate, arrent information in
an interface custom-fit for rapid indden[command and indudes tools for sharing plans and gathering
�02015 Latitude Geographics Group Ltd. Page 6
��eoco�[-x�D°Lrpiemen�iti�n S�pt�mber �, ZO_5
insights. I[supports multi-agency interoperabiliry by Integrating da[a from existing emergency
management systems.
,.,. .
� � J Q!C A<tive Operating Picture
omerpublicsafery �f1Q.� Aninu�lfiveappiica[Innw�[heary,
appliotions'. n p` f I� t fO�Ch-(d�Od'ry CCO[fp15[D fndhl2
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- A Flexible and proven p!atlorm for
building and managing all rypes o!
—-- ---- -— — —' ' —' mapping applications.Rapldly add GS
dala and publVsh publirfacing slres for
- - citiZen awar?ness,
� � ArcGIS PlaHorm
The mos[powerful way to manage and
collaborace witl�reabtime GIS data.
GeoEvent Extension
Set up SMS and email nocifications to
;lay intorme�.
..........._ : . . .....
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Managemmt , Snmmgoge � Disprteh
iremECC em�.qm�y , !�rzrn3o� Input Connectors
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2.3 Microsoft SQL Server
SQL Servzr wlll be used to store the data and state of the Event Logistics Workflow_ The volume of data
is not expected to be significant and La[itude recommends leveraging an existing SQL Server database
instance bcated within the City's intemal network. Having the schema deployed in the same instanw as
the City's spatial data would be beneticial, but is no[a requlrement.
3 Project Understanding
3.1.1 Phase !
The major deliverables of Phase 1 include the following:
• Development of the Event Logistics Workflow
• Review of data streams and base maps
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. Phasz 2 AOP Deployment Plan
Event Logistics Workflow
The City's Offlce of Emergency Management reqwres the development of a system for managing and
maintaining orders From various stakeholders for logistics (materials, equipment, services, employees,
vendors and asse[s) during an emergency event. The workflow must allow Emergency Management staff
to create an emergency event (flood, zarthquake, etc) and track the type, state and approvals for
logfs[ics requests associated with the event. The requests and subsequen[orders indude a spatial
location (the delivery location). Order approvals and deliveries must be tracked and indude key
stakeholder/decision maker notifica[ions.
Latitude will meet the Event Logistics Workflow requirements using Geocortex WorkFlow.Workflow
provides an effldent way ro program and model complex, interactive, GIS and business processes.It is
based on Microsoft Workflow Foundation 4.0, which is part of the .NET 4.0 framework. Using Workflow,
Latitude will leverage existing SQL database and ArcGIS Server activities to crzate and update emergency
events and logistic requests.
Review of Data Streams and Base Maps
The aim of the data review is to identify how [o efficienUy consume, process and display up-to-dare EOC
data. These data sources need to be eary [o main[ain to enwre [he application can adapt as new sources
become available and old ones are retired. Once [he data feed is in the appllcation, performance,
usabiliry and (to some degree) symbolization will all be reviewed by both Latitude and Ciry staff.
Generally, there are two rypes of data necessary for the applica[ion:
1. bas2 data; and
2. operational da[a.
Base data helps users become spatially oriented and adjustzd, Key operational data are those specific to
the business func[ion being delivered by new appGcations. The Following operational datasets were
identified by the City ('NOte some of these datasets are part of a wish list and may not currendy exist or
be accessible. Each source will need to be validated):
• RSS "reeds
o NWS Info RSS Feed
o King County
o Pierce Counry
o State EOC
i o WebEOC
• Social Media
o Instagram
o Twitter
. ArcGIS Server Map Servlces
o Cartegraph public works order managemen[
o PSE (Puge[ Sound Energy)
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O If1CIC12f1Y LOCclT1011S
o Shelter Locations
o Traffic Cameras
• GeoEventEx[ension Sources
o Police/Fire CAD system
o Vehide Fleet AVL
Base Map Selection
An up-[o-date base map is critical, as maps need to reflect on-the-ground infrastructure and geography,
Geocortex AOP supports mul[iple base maps, which provides the user the abilitles to switch on the Fly
and change the base map view based on the location and/or situation_ For example,an incident
commander can switch from Topographic to Aerial Imagery to identify properties [hat are immediately at
risk_
Operational Data
To collect application requirements, Latitude Geographics will conduct a data discovery session to assess
each operational source. Raw data stream events will be processed using Esri's GeoEvent Extension for
ArcGIS Server. The GeoEvent E�ension collects raw event data through an Input Connector into any
filters or processors defined by an administrator and out to one or more Output Connectors.An Input
Connector is responsible for receiving and translating the event data into GeoEvents, Filters allow for
attribute and/or spatial filters to be applied to the resulting GeoEvents. Processors apply business rules to
the GeoEvents wch as combining data from other sources or calculating values.Output Connectors
convert the GeoEvents back to one or more data streams through communication channels.
In some cases, i[ may be necessary to create a custom connector In order to consume the data stream
identified by the City, Esri's GeoEvent Extension for ArcGIS Server indudes a Sohware Development Kit
(SDK) that allows For the development of custom adaptors, transports and processors to extend
GeoEvent Extension.
Latitude will review each data stream iden[ifled by the City and identify:
1. What is the current format of the data stream?
a. Is there an existing Input Connector for the data stream7
b. Does the data stream require a custom Input Connector?
2. Wha� are the data processing requirements of the data stream?
a, Are [here any related datasets that need to be merged with [he stream?
b. Are there any calculated values?
c Are there any rules [hat need to be applied (GeoFences, GeoTags, Incidents, e[c)
3. Are there any filter operations that need to be applied to the GeoEvents?
4. What is the target Output format for the GeoEvents?
a. Is there an existing Output Connector for the data stream?
b. Does the data stream require a cus[om Output Connector?
Phase 2 Geocortex AOP Deployment Plan
�02015 Latitude Geographics Group Ltd. Page 9
Geoco�;exAGP [n��lern�n[adcn ;ec?�mL^ar8, 20=
AppGca[ion and data stream requlremen[s will be presented in the Phase I report whlch will include a
work plan, schedule, project [eam responsibilities,and business/functional requirements reports that
define the project deliverables.
Phase 1 Task Estimates
Project Management
Estimate of Effort: Up to 8 hours
Schedule: Entire duration of Phase 1
Resources, 1 Project Manager
A project manager will manage and report on the development, implementation, and delivery of the
project. The project manager will also capture change requests and manage the project budget and
schedule.
3.2 Business Analysis
Estimate of Effort Up to :6 hours
Schedule: Approximately 2 days
Resources: 1 Analyst
A Business Analyst will review the data streams and base maps, identify the operational layers and assess
the effort to implement the GeoEvent processors required for the Geocortex AOP real time data feeds.
In addition, the Analyst will define the Event Logis[ics Workflow data model, The ou[come of[he analysis
will be the Phase 2 AOP Deploymen[Plan and Event Logistics logical data model. The data model can
be used ro generate the SQL Server schema required to store the Event Logistics da[a.
3.3 Event Logistics Workflow
Estimate of Effort- Up to 90 hours
Schedule:Approxima[ely 3 weeks
Resources: i Developer
Description:
Latitude v✓ill develop a Geocortex Workflow that allows EOC staff[o create emergency events and track
the status and approvals associated with logistic requests made during the event.
3.4 Event Logisties Reports
Estimate of Effort Up to 24 hours
Schedule-Approximately 5 days
Resources: 1 Developer
Description:
The EOC identified the need for the Event Logis[ics Workflow to indude reporting capabilities- Latitude
will conflgure two reports using Geocortex Active Reports that will allow EOC staff to download the
reports in PDF forma[.
�02015 Latitude Geographics Group L[d. Page 10
Gaoror'�ex ;`C,= irnpiam?ncarlon Sep�2mb2� 8, 10:5
3.�1.1 Phase 2
Following the approval oF the Phase i report, Phase 2 will undertake development of the City's Geocortex
AOP application.The major deliverablzs of Phase 2 indude;
• Oevelopment oF GeoEvent Collec[ors For the da[a streams identified in Phase 1
o Implementation of the data stream rules identified In Phase 1
• Deployment of the Event Logis[ics Workflow
• Graphical user interface development
o Configuration of Geocortex AOP [o consume [he GeoEvents, map serviws, base maps
and operational layers identified in Phase i
• User acceptance testing plans and scripts
• Production migra[ion scripts and documen[ation
Data Stream Implementation
The Ciry identified 2 data streams that will be required by the applicatlon_PoGce CAD and Fleet AVL da[a.
Using the findings of the Phase 1 data stream review, Latitude will build an implementation plan for both
data sources, taking into account the following requirements
1. Data Input Connector development/configuration
2. Data Filter configuration
3. Data Processor configuration
4, Data Ou[put configuration
As Esri's GeoEven[ Extension for ArcGIS Server streams are completed, they will be pushed out to a test
instance of Geocortex AOP For review and approval by Ciry stakeholders.
Phase 1 Task Estimates
Project Management
Estimate of Effort: Up to 8 hours
Schedule� Entire duration of Phase i
Resources: i Projec[ Manager
A Project Manager wlll manage and report on [he development, implementation, and delivery of [he
project. The Projec[ Manager will also capture change requests and manage the project budget and
schedule-
3.5 Geoeorlex AOP Deployment
Estimate oF Effort: Up [0 40 hours
Schedule:Approximately 2 weeks
Resources � Developer
Assistance with ins[allation, configura[ion, and valfdation of the core Geocortex AOP software:
• AOP Viewer installation and configuration
• Configuration of additional Geocortex Viewer for HTMLS tools and functlons.
�2015 La�itude Geographics Group Ltd- Page 11
�:eCCOiL2:.,�OP �n1F)12illcfl[clUrJfl �B�CBmb2; 3, ZOS
• Data display and visualization configuration
• Assis[ance wl[h ins[allation, configuration, and validation oF the AOP exploratory
features
• Social media Twi[[er and Instagram account configuration
• Assistance with the setup, configuration, and validation of required Esri layers to
support core AOP functions- Includes[he creation of supporting feature dasses,
deployment of supporting AOP map s2rvices, and modifications [o map service
rymbology.
• Configuration ot collaboration, fleld photos, and incident resources tools
3.6 GeoE4ent Extension Implementation
Estimate of Effort: Up to 40 hours
Schedule: Approxima[ely 2 weeks
Resources i Developer
Implemen[ation of real-[ime data feed infrastructure. Thls indudes:
• Configuration oF Police CAD and Vehide AVL real-time input data connectors
• Configura[ion oF Esri layers to s[ore real-[ime da[a feeds
• Configuration of rules for plotting data on map
3.7 Application Testing
Es[imate of Effort Up to 19 hours
Schedule: 3 days
Resources 1 Developer
A Latitude developer will test the site configura[ion and tools and modules against the test plans
developed at the beginning of the project. Latitude will also provide the Ciry access to our development
serverforthe purpose ofreview and acceptance testing,
3.8 Delivery and Doeumentation
Estimate of Effort: Up to 12 hours
Schedule Approximately 2 days
Resources- 1 Developer
A Latitude developer will documen[the delivered tools, and will be available [o assist Ciry staff in
deployment of the application through a web meeting. The documenta[IOn will dexribe the
configuration of the delivered stationing tooL
4 Latitude Responsibilities
• Providing QA/QC on [he developed modul2s, t2mplates, forms, work sheets, etc.
�20i5 La[itude Geographics Group Ltd. Page 12
�aneo��,-�A,�P hnpleii�?n�,�;�� n Sep��=mber'c, �OS
• Resolving critical issues found with the application during [esting and implementation,withln an
agread upon tlmeFrame
• Resolving high and medium priori[y issues found during testing and implementation
. Providing Project status reports to the Ciry of Auburn Project Manager on an agreed to basis
. Provide Agile Development Epics and Sprints ro revise schedule and cost projection as the
project progresses.
• Managing and escalating Project issues and risks as appropriate
5 City of Auburn Responsibilities
. Provide a primary point of contact for the entlrety of each task;
• Communicate project needs and priorities to Latitude;
• Providing Subject Matter Experts ro assist with tasks;
. Providing sample/developmentdata and supporting map services;
. Manage the overall Projec[implementation,ensuring scope, budget and schedules are met;
. Manage and escalating Project issues and risks as appropriate;
• Providing the appropriate resources to perform User Acceptance Testing;
• Coordinating user training;
. Notifying Latitude of product defects, their priorities and issues For resolution.
6 Assumptions
1. The Ciry will be responsible for crea[ing the SQL Server database schema used [o store the Even[
Logistics data and state. After business analysis is complete, Latitude wlll provide the logical data
model to the Ciry that defines the database schema and entities required by the workflow.
2- The Gty will be responsible for installing and configuring Geoevent Processor. Latitude staff will assist in
configuration as it relates to the AOP deployment.
3. The applica[ion will be deployed entirely behind the City's intemal firewall. There is no need to proyide
public access. Any remote access to the system (e.g. P` responders)will be through the City's existing
IT infrastructure(e.g. VPN or Corporate Connection).
7 Cost & Budget
A budget for the project is supplied below and is an estimate only. If required by the Gty of Aubum, a
budget cap can be determined and Latitude will agree not to bill over this amount, and will work dosely
with [he Ciry of Aubum staFF to prioritize features as development progresses to enwre that the projed
can be delivered within [he allotted budget. The project manager will proactively inform Ciry of Aubum
of budget bum and work closely with the project team [o ensure efficiency in achieving City of Aubum's
goals.
�2015 Latitude Geographics Group L[d. Page 13
Geoco�'���Anp !m�lema���radon Sep�t;nba� 8. 20S
For Aglle development, it is recommended that Features be scoped out and estimated per iteration (or
sprint)—this approach allows for more fine grained management of the project and more flexibiliry in
developing requirements and specifications as the project progresses.
The estimates below are based on our current understanding,and may need [o be adjusted as the
requirements and specifications evolve over the course of the project.
Phase 1
Task Estimate Rate ($) To[al
Project Management/ Business Analysis
Project Management 8 11S $ 920.00
Business Analysis 16 145 $ 2,320.00
Development Services
Event Logistics WorkFlow 90 145 $ 3,050,00
Event Logis[ics Reports 24 145 $ 3,480.00
Totals $ 19,770.00
Phase 2
Task Estimate Rate ($) Total
Software
Geocortex AOP E�tension - Tier 1�alreadypaid) ' S000 $ 5,000.00
Projec[ Manage ment / Business Analysis
Project Management 8 115 $ 920.00
Developme nt Seroices
Geocortex AOP Deployment 40 145 $ 5,800.00
GeoEvent Processor Implementation 8 145 $ 1,160.00
Application Testing 18 145 $ 2,610.00
Delivery and Documentation 12 145 $ 1,740.00
Totals $ 17,230.00
Phase 1 and 2 Totals $ 37,000.00 1
�0205 Latitude Geographics Group Ltd- Page 14
� Latitude Geographics' PRODUCT ORDER
(LPO1 11/2010)
LaUWde Geographiw Gmup Lttl.,300—1117 Wharf St..Victoria,BC,Canada VBW 1 T7�Tel:(250)381-8130� Fa::(250)381-8132
This document describes the Software, Data,Web Services and/or pocumentation("SoRware")ro be licensed by[he
Customer al[he Installatfon Localion described herein. Prior to installation andlor use, an authorized representative
of the Customer must agree to the terms and conditions of Latitude Geographics Group Ltd.'s License Agreement(s)
associa[ed with the product(s)listed below.
-- - -- Customer
Customer Name City of Aubum Order Approved ���,7
(Licensed Enterprise): ByCustomer: I,�!�._=_
Customer Shipping Information Services, 1 East Main St, Approval Date: �
Address: Suite 320.Aubum,WA 98002 -�le=•=
Contact Name: Ashle Ri s Phone: 253 28&3149
E-mail Address: ari 5 auburnwa. ov Fai:
Customer Billing Address Finance Department,25 W Main St,Auburn,WA, 98001
(if not same as above) :
Installation Location: Offces at: i East Main St, Suite 320,Aubum,WA
License Effective Date: Purchase Order#:
Vendor
Vendor Latitutle Geographics GrbupLtd.
300—1117 W harf S[reet
Address: Victona, BC Canada
VBW 1T7
Confact Name: James Van D k Phone: (250)387-8130
E-mail Address: �vand k latitude eo.com Fax: 250 361-8132
Software
- Product Description Litanso Cost
G7(AOPGOVT7-Geocortex Active Operating Picture(AOP)'
Tier 1:Populations less than 100,000 55,000 US�
Includes compiled application fles,confgurelion files,documentation,with:
• One(1)year Complimentary Maintenance'
Total License Cost: 55,000 USD
' The attached updatetl L300 Swpe of Use to Master License Agreement No, 2010-OS-14fi incorporates Ihe scope of
use for Geocortex AOP_
� Soft�vdre mainlenance For one year hom License EHective Date is includetl as part of Itie initial license (ee antl is
descri0ed in Latitutle's Mainfenance & Support Policy (L400). Extanded Maintenance will be offered thereafter
according to the tertns antl contlitions of�atilutle's Maintonance 8 Support Policy(L400).
Pavment Terms for Software License
- � LATITUDE OFFICE USE�
1. Vendor will invofce the Customer for the Software prior to product delivery. Approved
2. All Invoices will be paid within 30 days of the date of same. by Latitude
3. Overdue invoices shall bear interest at i°/a per month, 12.56%per annum.
Date
LP01 11/2010 Page 1 of 6
� Latitude Geographics� EXHIBIT 7
SCOPE OF USE
(L300 10/2015)
Latitude Geographics Group Ltd.,300-1117 Whart.St.,Vidoria, BC,Canada VBW 1T7�TeC(250)381�130� Fax: (250)3Bt-8132
The scope of use for each LATITUDE Software identffed below is described in the applicable footnotes listed in
parentheses. Licensee's specifc scope of use for each Software program is set out in the applicable LATITUDE or
Authonzed Distributor's ordering documents for each Product purchased.
• Geocortex Essentfals StandaM Edition (1. 2, 3,6, 7, 8, 11, 12)
• Geocortex Essentials Starter Kit Edition (�,4,6, 8, 11)
• Geocortex Essentials Developer Seat(1,6)
• Geocortex Insight(6, 7,8, 71, 72, 13)
• Geocortex Optimizer Standard Edition(1, 2, 3, 6, 7, 8)
• Geocortex Active Operating P�cture(1, 2, 3,6, 7,8, 10, 11, 12)
• Geocortex Essentials for Ports(7, 2, 3.6,7, 8, 71)
• Geocortex Perspective (5, 6, 7, 8, 12, 14)
• Geocortex Decision Support(5.6, 7, B, 12)
• Geocortex Technology Developer Network [GTDN] Subscription (5, 6, 9)
1. "Development Server License." Licensee may install and use the Software on a single computer to desfgn and
build applicatfons that interface with or utilize server Soflware as described in the Documentation.
2. "Staging Server License." Licensee may use and Install the Soflware for the following purposes: user acceptance
testing,performance lesling, load testing of other third-party softwa�e, staging new commercial data updale, and
training activities.
3. "Deployment Server License." Licensee may install and use the Software or Data to provide services to multiple
users on the same or other computer(s).
4. "Single Application License." Licensee mey install and use the Software or Data for one (1)web-GIS application
serving multiple users on the same or other computer(s). An Application is defined as a discrete web-GIS viewer
with a specifc URL.
5. "Term License-" Licensee may use the subscription(s), Software, Online Services and Data for a limited time
period or�while Licensee has available service credits to use the subscription(s), Software. Online Services,and
Data.When the license term,subscription, or servfce credits.expire, licensee must either stop using the
subscription(s), Sofiware, Online Services, and Data,or renew or eMend the license upon payment of applicable
fees.
6. Extensions to Software progrems follow the same scope of use as that granted for the corresponding Software
programs.
7. The administrative tools for the Soflware may be copied and rediStributed throughout the Licensee's
organization.
Page 2 of 6
L30010/2015
8. Redundant Software installation(s)for failover operadons may be implemented during the period fhe primary site
is nonoperelional. The redundant Software installaJion(s)shall remain dormant except for system maintenance
and updating of databases while the primary site or any other site is operational.
9. GTDN Software, Online Services, and Data may only be used by up to three(3)named developers per
subscription at an installation localion solely for the purposes of research, development, testing,and
demonstretion of a protorype application. GTDN Software and Dala may be installed on multiple computers for
use by any named GTDN developer.
10. Remove reference to"real-time emergency response, real-time terrorism prevention or response" in Artide 6.3 of
latitude Master License Agreement.
11. "Perpetual License". Licensee may use the Software,for which applicable license fees have been paid,
indefinitely.
12. "Named User". The Software is Ifcensed based on the associated number of ArcGIS Named Users deployed by
Licensee.
13. "Collection Points". The Software is licensed based on the associated number of Collectfon Points deployed by
Licensee.
74. The Software, Data, Online Services, and Documentation are not designed, manufactured,or intended for sale,
resale or use in visualizing and/or modelling the interior cha�actenslics of a drilled hole or borehole, including the
openhole or uncased portion of an oil or gas well,and may not be used for this purpose. Visualizing and/or
modelling the well location andlor resultant finalized well is acceptable.
Page 3 of 6
L300 70/2015
� Latitude Geographics'° MAINTENANCE 8 SUPPORT POLICY
(L400 09/2012)
Latilude Geographics Group Ltd.,300-1117 WharfSL,Uclona.BC.Canada V8W 1T7�Tel:(250)381-8130� Fax-(250)381-8i32
Generel Technical Support Policy
Oufside the United SWtes: Many authorized distributors of Geocortex products provide direct technical support
services to their customers. If you've licensed Geocortex products through a reseller, please inqwre with them to
leam more about their approach for providing technical support in your country.
. Technical Support refers to services provided to troubleshoot and resolve fssues related to a clienYs web-GIS
and/or other information technology infrestruc[ure, including Latitude Geographics' Geocortex products
(cusromized or out-of-the-box), Esri products(e.g.ArcGIS Server,ArcGIS Online)and other third party software
and/or hardware.
, • Latitude Geographics' sofMoare products involve enterprise-level integration and integration with various third-
party components and these software products are roulinely customized and othen4ise al[ered by clients.
Consequently, Latitude Geographics does not include complimentary technical support services as part
of maintenance.
• Technical support services are available by priority queue system dunng Latitude Geographics' regular business
hours of 8:30AM-S:OOPM Pacific Tfine Monday-Friday, excluding public Fiolidays.You can reach us by loczl
' telephone(250-381-8730), by toll free number(1-888-389-2621), or by email(su000rtna latitudeoeo.com).
• Latitude Geographics welcomes suggestions for enhancements in Latitutle Geographics software.AI[hough
there is no guarantee any suggestion will be included in a future release,suggestions frequently inFluence
product development decisions.
• The abo4e terms and conditions will apply ro any technical suppon services provided by Latitude Geographics.
provided that the client is current in their maintenance payments.
Maintenance Policy
What is Maintenance?
• Maintenance encompasses research 8 development service for produd releases,enhancements or upgrades
provided tiy Latitude Geographics or its authorized distributors ro certain qualified clien[s either as
Complimentary Maintenance or as Extended Maintenance as defined hereunder.
• Maintenance is not mandatory, however In order to receive updates, product releases, enhancements or access
to the online Geocortex Support Center(e.g.discussion Forums, knowledge base articles, and code gallery),
Maintenance must be kept up to date.
• In generel, product maintenance does not include implementation-related technical support.
There are two kinds of MainMnance namely:
• Complimentary Maintenance,which is maintenance that is provided foran agreed fixed period(usually 1 year
bu[may vary with specific LatlWde Geographics Group Ltd.software)at no charge ro the client with Ihe purchase
of the user rights or license to Latitude Geographics software; and
• Extended Maintenance,which is maintenance subject to certain conditions conlained herein ihat may be
purchased from Latitude Geographics on the expiration or lapse of free Complimentary Maintenance by clients
approved by Latitude Geographics.
For avoidance of doubt the E�Rended Maintenance obligations of latitude Geographics shall be conditional
upon all of the following steps being eompleted:
• Latitude Geographics or an authorized distributor submitting an invofce to the clfent containing the prescribed fee
for Extended Maintenance(Eztended Mairitenance Invoice).The purpose of[he Extended Maintenance Invoice
is to provfde the client with appropriate pricing infortnation that the client may use to make an offer to purchase
Extended Maintenance from Latitude Geographics; and
L400 09/2012 Page 4 of 6
. The client making an offer to purchase Extended Maintenance 6y tendering the prescribed tee provided in the
Extended Maintenance Invoice for acceptance by LatiNde Geogrephics("Extended Maintenance Offer'); and
• Latftude Geogrephics unconditionally accepting or approving the clienPs EMended Maintenance Offer by
accepting payment tendered by the Client.
Does Maintenance apply to Geocortex extension products9
There are fero types of optional extensions avaflable from La6tude Geographics:
• Full Geoeorter Extensions follow Ihe standard Maintenance model described herein.
. Non-Maintenance Extensions are licensed on a version-by-version basis, and are not provided under our
ongoing Maintenance model. Please read Latitude Geographics' Product Ex[ension Model(L415)document for
infortnation on how updates to Non-Maintenance Extensions are approached.
Who is entitled to receive an Extended Maintenance Invoice9
• All clients approved by Latitude Geo9raphics to receive an EMended Maintenance Invoice;and/or
• Any client that is not in breach of export control obligations described in the Latilude Geographics Software
License Agreement and is not in matenal breach of any other provislon of the Latitude Geographics Software
License Agreement or any other existing related agreement.
• Clients that license technology on a subscrfption basis or as Non-Maintenance E�ctensions will not receive an
Extended Maintenance invoice for those products.
What is the cost of Extended Maintenance?
Unless olherwise specified as part of a software license agreement, the cost of Extended Maintenance across the
Geowrtex product line is twenty percent(20%)of a producYs current license cost, based on the standard pricing for
your license confguraJion.
Why does a client pay maintenance?
• A client's maintenance dollars go[o research and developmenL Clients benefit from this as new technology is
researched, developed and tested. In many cases this new technology is delivered as product upgrades or
enhancements at no additional cost ro clienls who are current In maintenance. Most new technology being
developed is in direct response to our clfenYs business needs and wishes.
• When a client pays maintenance they are entitled to receive updates and access to Ihe Geocortex Support
Centec Product mafntenance does not include implementation-related technical support,except for services lo
the maximum total that may be oHered as part of a specific maintenance package.
Maintenance Periods:
• As mentioned above clients receive a period of Complimentary Maintenance,typically one (1)year in duretion
with the purchase of most soflware.
. If clients evaluate our sokware, lhe evalualion period is included in the Complimentary Maintenance period. In
other words, the Complimentary Maintenance period commences at the same time as the commencement of the
evaluation period.
• If a Gient lapses in maintenance and later wishes to re-instate or re-purchase maintenance,the client shall offer
maintenance fees to Latitude Geographics that includes current and all lapsed back maintenance costs for
acceptance by Latitude Geographics.
Establishing Annual Eatended Maintenance Periods:
. When the first license is purchased,a standard anniversary period is established.
• Clienls receive their maintenance renewal notice prior to the end of their anniversary period. The maintenance
renewal notice is provided to the client for informational purposes only and shall not be construed as an oHer to
sell mafntenance ro the client.
• Any new licenses purchased will be made co-terminus with the client's anniversary period and will be invoiced,
along with licenses whose maintenance cycle is already established, at ihe next invoicing cycle.
L400 09/2012 Page 5 of 6
Subscribers to Maintenance Receive:
• Software update releases(accessible via download provided by Latitude Geographics)
• Access to Latiwde Geographics Geocortex Code Gallery(certain capabilitfes&enhancements not incorporated
in the product core)
• Access ro relevanl online content and the Geocortez Support Center
. Priority access to Latitude Geographics' technfcal support contract services(billed hourly).
Update Policy:
. To ayoid unnecessary waste Latitude Geographics will provide updates in a digital form, unless olherwise
requested in writing.
Termination of Maintenance:
Maintenance is not o6ligatory, and a customer may opt to cancel maintenance at any time without penalty.We do not
provide pro-rata refunds on cancelled maintenance fees.
The separate matter oi termination of a software license is outlined In the producYs software license agreement.
Disclaimer:
• Latitude Geographics makes no warranties or representations,express or Implied,with respect to Maintenance,
technical support, Latitude Geographics so(tware or related matenals, including but not limited to warranties of
merchantability or fitness for a particular purpose or any other warranty applied at law or equity. Under no
circumstances will Latitude Geographics be liable for any direct, inCirect, consequential, special, punitive or
incidental damages,or lost profts,whether foreseeable or unforeseeable,based on claims of client or any third
party(including but not limited ro.claims for loss of data,goodwill, use of money or use of software, interruption
in use or availability of data,stoppage or other work or impairment or other assets),arising out of breach or
failure or express or implied warranty, breach of contract, misrepresentation, negligence, strict liability in tort or
otherwise.
. In no event wfll Latitude Geographics'total cumulative liability hereunder, from all causes of action of any kind,
fncluding, but not limited to contrect,rort(including negligence), stnct liability, breach of warranty.
misrepresentation,or otherwise,exceed the amounts paid to Lalitude Geographics by the client(inclusive of
Mainlenance Fees)for the licensed software product(s)-
L400 09/2012 Page 6 of 6