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CONTRACT 6338 OtherAgreement No. 6338 x SELWYN HOLLINS Director February 15, 2022 Joe Lillio Acting City Manager City of El Segundo Dear Joe Lillio, County of Los Angeles INTERNAL SERVICES DEPARTMENT 9150 Imperial Hwy. Downey, California 90242 `telephone: (323) 267-2fD3 FAX: (323) 264-7135 LOS ANGELES REGION IMAGERY ACQUISITION CONSORTIUM (LARIAC7) Established in 2005, the Los Angeles Region Imagery Acquisition Consortium (LARIAC) has delivered highly accurate digital aerial imagery and elevation datasets to participants at substantial cost savings and has become a national model for collaborative data acquisition. LARIAC participants have included 52 cities, 27 County departments, 16 local, state, and federal agencies, and seven educational institutions. To ensure the currency of the aerial imagery, we are working with consortia members to plan and initiate the next LARIAC cycle — LARIAC7. This document describes LARIAC, highlights its benefits, provides a status update, and discusses the proposed scope, schedule, and cost. Your total portion of the cost of LARIAC7 will be $18,556. To conserve paper, we will also E-mail a digital copy of this letter and Participant Agreement to current LARIAC participants. These participants are listed on Attachment 1. Payments are traditionally invoiced in two equal installments in year one (Spring 2023) and two (Spring 2024) of the cycle. LARIAC BACKGROUND LARIAC is a consortium of the County of Los Angeles, in partnership with cities and agencies, which collaboratively acquires valuable digital aerial data, including imagery and elevation data. Leveraging the combined buying power of the member agencies, LARIAC reduces costs, enabled participants to acquire more data than would be possible individually and provides consistent and comparable data over time. The LARIAC Website htt srlflairiac-lacoul]t .hgb,.grcgps.com/) provides comprehensive information about the project, including detailed data descriptions and samples, product guides, documentation, and agreements. Agreement No. 6338 LARIAC7 February 15, 2022 Page 2 LARIAC7 LARIAC is in its seventh cycle (LARIAC7) of digital aerial data acquisition, scheduled to begin initial data capture in early 2023 with delivery by December 2023. Attachment II shows various LARIAC data acquisitions. LARIAC7 will update its highly accurate orthogonal and oblique imagery with color infrared, as well as derived data including building outlines. LiDAR-based elevation data and derived products, last acquired in 2016 as part of LARIAC4, will also be included in LARIAC7. The benefits of LARIAC program and its products are listed on Attachment III. Additional products will be finalized in the coming months. These may include additional high resolution image acquisitions throughout the three-year cycle, 3D mesh, additional derived GIS data products and/or street -level imagery and derived products. Additional details on LARIAC7 product list can be found in Attachment IV. LARIAC7 PARTICIPATION We look forward to your participation in LARIAC7. If your organization would like to join LARIAC7, please complete, sign, and return the attached "Letter of Intent" on your business letterhead. We recognize this Letter of Intent may be subject to final approval by your City Council or authorizing Board of Directors. We would appreciate receiving your letter of intent by April 15, 2022. When available, please confirm your city/agency's commitment to participating in funding LARIAC7, please complete and return the attached "Participant Agreement," authorizing the County to invoice your city/agency for the initial payment, which will be one half of the total amount. Please return either the signed "Letter of Intent" or "Participant Agreement" as a digitally signed document via email (preferred) to Steve Steinberg ssteinb r isdJacoun .c v and An Dang ad n @_i d.Iago tv av or in hard copy by mail to Attention: Steven Steinberg County of Los Angeles Internal Services Department Mailstop #3 9150 Imperial Highway Downey, CA 90242 Agreement No. 6338 LARIAC7 February 15, 2022 Page 3 If you have any questions, please contact one of us below: LARIAC Project Director LARIAC Project Manager Steven Steinberg An Dang (562) 392-7126 (562) 955-3916 ssteinterg@,,isd.la o2nt��+ adsnc .a d.9aC0UnW.00v Sincerely, Steven J. Steinberg, Ph.D., MPA, GISP Geographic Information Officer (GIO) County of Los Angeles CC: Mr. Scott Kim, Mr. Michael McDaniel, Mr. Jason Martin Attachments (6) Agreement No. 6338 LARIAC7 February 15, 2022 Page 4 LARIAC PARTICIPANTS ATTACHMENTI LARlAC1 LARiAC2- IT 4 L ...,,_. �� LARIAC3 , LARlAC4 � LARiACS LARIAC6 Cities Ci.y of Agoura Hills X I X X V City of Arcadia X X X X X X X X Cit ofBellflomm _.�...__ _ ...,_ .... i o usa wer � ._....., X Sjjy ...._...�......__w_ W,,rY _ X X X X X _Ci of Bu bankHilis X I' X- 6 X X _ X.A x _ X X Cie t of Crritos X.._,__.. Ci of Claremont X X x x X Cit of Covina X X X City of Culver City_ ...._, x_. X X X X X Bar X X City of Downey,_..___ ' City of Duarte x Cit of El Monte X City of EI Segundo X X X X X X Ci of Gardena_____. X X City of Glendale X X X X X X'; a�... X x X Beach ........ �_. X X X_.�' -X X X Cityof In lewood X x Ci of Hermosa Be x Ciof Indust X X X X X City of Irwindale X X Ci of La Canad a Flintridge X X X X X X City of La Habra Hei hts X X f of Lancaster� .a._ X X X X X Ciof _... X X_�..m _..._. X ,,2g!y of Long Beach X X X City of Los An eles X X X X X X City of Malibu X X Ci of Manhattan Beach XX X X X X Citv of Monrovia X Cit of Monterey Park X X X City of Norwalk _ _ x City of Palmdale x JCitV of Palos Verdes Estates x x City of Pasadena X �........w _w � X X X a X City of Pico Rivera x City of Rancho Palos Verdes X X X Cityof Redondo Beach� . X X m..... X X ...__.�.X Ci of San Dimas X X X X of San Fernando X X City of Santa Clarita X X i X X X X City of Santa Fe Springs X X X X City of Santa Monica X X X_ X X X Agreement No. 6338 LARIAC7 February 15, 2022 Page 5 i of Signal Hill w� X .,_ .. X Ci of South El Monte t X X 6 '. __ of South Pasadena CIS^ X �^ of Temple City .__.....__.. _.... _ ._..m X of Torrance X X X .. X Ci X City of West Covina X Cit of West Hollywood 9 X X X Ci of Whinier e X X X - _ X x X.. _ _. X . _ ..._� .._ X X ...._._ Ci of Westlake Viila - m� - Gounty Die artments Agricultural Commission/Weights X X X X X X_ and Measures Animal Care & Control X X X X X .. - Arts Commission w X ? X, Auditor X X X X Xuditor Controller X -- Beaches &Harbors X - X _mm X � X '�� X X Board of Supervisors Executive X X Office Chief Executive Office/Office of X X X X X X Emergency Mana ement Child Support Services X X Children & Family ServicesX X X X X .Y.... ..........._._ Consumer Affairs X X Coroner X -� X X X X Fire w ............... Health Services X X X X X X Internal Services Department X X X X X X �. Library X _...__.X W. X X X _Mental Health X�....m.._. X .._._... X X Parks & Recreation X X X X X X Probation XX X X X Public Health X X _' X _ X X X Public Social Services X X X X X X ..�.. Public Works X X X X Re tonal Plannin_..'. _ X........ X X ..__ _ X R X. X..... .. X Registrar-Recorder/CoupRegistrar-Recorder/Coun Clerk X_ X X X X X Sheriff _ X X X I X X Treasurer and Tax Collector X X Workforce, Development, Aging X X X X x and Community Services Local, State, and Federal Agencies ._. _ Alameda Corridor Transportation X Authority Ami os de Los Rios X California Department of X X X Conservancy ........_ .. Island X X X X X X LosaAnaeles AiForce Base X X Los Angeles County Metropolitan ? X X Transit Authority (MTA) Los Angeles County Sanitation X .x X .,a _- X � X District No. 2 Agreement No. 6338 LARIAC7 February 15, 2022 Page 6 Los Angeles Region Gang X � Information Network�� LARGIN _ ^ ITIT� .. Port of Los Angeles _ X ` ____j X X X X X i-- ._ _ _ ............. X ..._x __..�_ _.... _. Santa Catalina Island Conservancy_ X �X X X d IT _ITITIT Santa Clarita Valley Water Agency X X Southern Califomia Association of Governments X Southern California Edison i X X S UGeological Survey __..W. X �.s.. � _ �_ .. ,_ _..._ X X t US National Guard X X Water ttthern Replenishment District of IT _.IT �. X X X California Educational Institutions Palos Verdes on the NET { X California State University, Channel X Islands California State Polytechnical _....� _. _.__.�.. �.. .._...� . .,.... ^.' X X University, Pomona California State University, Long X Beach X X X I X X California State University, Los Angeles California State University, X Northridge Clareg!ont Consortium X v Rio Hondo Communif�! College X Lqya Mar olmount Urnversit X _.._ Universi of Southern California Xmmm... Universityf CaliforniaCali#ornia at X X X mW An eles X Agreement No. 6338 LARIAC7 February 15, 2022 Page 7 LARIAC DATA ACQUISITIONS ATTACHMENTII Data 2006 2008 2011 2014 2017 2020 2023 (L1) (L2) (0) (1-4) (1-5) (L6) (L7) Orthogonal Imagery (4-inch) X X X X X X X i .;� {including (including (including (including (including Infrared) 2012 and Infrared Infrared Infrared 2103 1-foot imagery imagery in imagery in imagery) and 2020 and 2023 and multiple multiple multiple acquisitions acquisitions ' acquisitions per year) per year per year through through 2022) 2025) X x X X X X X _I I X (400 sq ft) (300 sq ft) (300 sq ft) (300 sq ft) �vce� i evation Data X x Derived Data (tree canopy, x X X solar insulation, stop, hillshade, height model, land cover, etc.) 9 Agreement No. 6338 LARIAC? February 15, 2022 Page 8 ATTACHMENT III DIGITAL AERIAL IMAGERY AND ELEVATION BENEFITS Digital aerial imagery and elevation data provide valuable support for decision making within agencies, as well as cost savings for operations. High quality image data enables staff to make virtual site visits that improves and may replace field work, reducing information collection costs. Some examples include: • Public Safety: Fire and Police personnel can plan for and "see" the location of incidents and addresses, improving dispatch, crime analysis, incident response, and officer safety, • Public Works: Reduces the need for field visits, supports traffic and pavement management, storm drain and flood protection, and enhances project planning and infrastructure management. • Planning: Improves code enforcement, site plan review, and understanding impacts of new projects. • Economic Development: Improves outreach to businesses by providing detailed site information for potential developments and surrounding areas. • Disaster Planning and Response: Improves planning and response before, during, and after disasters, providing a foundation for a Common Operating Picture. • Community Outreach: Improves communication with residents by providing a picture of the area of discussion, increasing citizen engagement. • Operational Efficiency: A consistent view of a city or agency supports collaboration, integration, and efficiency to lower operational costs. LARIAC BENEFITS High resolution data provided through LARIAC data offers key benefits when compared to aerial imagery from online providers ("free mapping websites" like Google or Bing), and off -the - shelf vendors. These include: • Enhanced resolution (4-inch rather than 1-foot) shows greater detail and provides more information (you can see manhole covers and road striping); • Unparalleled accuracy (+/- 2-feet accuracy) ensures information captured from the imagery is in the right location, supporting facilities management, planning, and operations; • Breadth of products (orthogonal and oblique imagery, building footprints, and elevation data) to support of city or agency's business needs; • Multiple access methods, including desktop, handheld, and mobile, as well as local and remotely hosted solutions to eliminate agency hardware and software costs; • Variety of formats and compressed formats to enable use within existing applications in the field; • Access to historical data from previous LARIAC image acquisitions to assess change over time; and Agreement No. 6338 LARIAC7 February 15, 2022 Page 9 • Complete control of LARIAC data products, including availability for use by your contractors. LARIAC participation allows for data use and deployment across your entire agency in all applications, from planning to emergency services to public works. One of the key benefits of LARIAC is cost sharing, provides members a suite of high quality deliverables at lower cost per member as more cities and agencies participate. Cost savings are passed back to participants in the form of additional data products, more frequent image capture and maintaining the price point over time. To date, 102 cities, County departments, agencies, and educational institutions have benefited from these cost savings. These entities are listed in Attachment I. We invite you to contact these participants to learn more about their use and benefit from the LARIAC. Agreement No. 6338 LARIAC7 February 15, 2022 Page 10 ATTACHMENT IV LARIAC7 PRODUCT LIST Orthogonal Imagery • 4-band orthogonal imagery (including color infrared) at 4-inch or better resolution in the urban areas, and 9-inch or better in the National Forest. • Multiple formats (TIFF, JPEG2000, and compressed ECW). Oblique Imagery • 3-band color oblique imagery at 4-inch resolution. • Online hosted access for desktop and mobile devices. Building Outlines • Building outlines updated for all buildings over 300 square feet. Digital Terrain Data • LIDAR point cloud including all elevation data (QL1 or better). • Digital Terrain Model (DTM) — bare earth data derived from LIDAR. • Digital Surface Model (DSM) - building and tree tops derived from LIDAR. • Digital Elevation Model (DEM) — bare earth data optimized for processing. • 1-foot contours for urban areas, and 2-feet contours for the National Forest. Additional Data Product(s) as Feasible • Additional high resolution image acquisitions throughout the three-year cycle, • Normalized Difference Vegetation Index (NDVI). • Solar Model. • Raster Tree Canopy Model. • Raster Building data Model. • Hillshade. • Slope. • Raster Height Model. • 3D mesh, • Street -level imagery and derived products. • Other additional derived GIS data products. Hosted Solution EagleView CONNECTExplorer and CONNECT Products (e.g. EagleView for ESRI Web AppBuilder, Integrated Pictometry Application). Image services provided as WMS, WMTS, TMS, and Esri REST, GIS Viewer Access • Enhanced access to the LARIAC data, current parcel information, other County GIS data, and mapping and GIS tools through the County's GIS Viewer. Agreement No. 6338 LARIAC7 February 15, 2022 Page 11 SAMPLE LETTER OF INTENT ATTACHMENT V Agreement No. 6338 LARIAC7 February 15, 2022 Page 12 <Current Date> Steven Steinberg County of Los Angeles Internal Services Department Mailstop #3 9150 Imperial Highway Downey, CA 90242 Dear Dr. Steinberg: It is our intent to participate in the 2023 Los Angeles Region Imagery Acquisition Consortium (LARIAC7). LARIAC7 will acquire 4-inch color orthogonal in urban areas (9-inch in National Forests), 4-inch oblique aerial photography, building representations (outlines), digital terrain data, and additional high resolution image acquisitions throughout the three-year cycle. We understand the cost will be $18,556. Recognizing that our final commitment is contingent upon approval by our organization. It is understood this approval must be obtained prior to confirming our participation in this project. If you have questions, please contact <Name and Title of Prirnaa Contac > at <Tele Irpho Fax and E-mail Address>. Sincerely, 0 Signature � 'pis Title Print Name Agreement No. 6338 ATTACHMENT VI PARTICIPANT AGREEMENT BY AND BETWEEN THE COUNTY OF LOS ANGELES AND PARTICIPATING ENTITIES FOR THE LOS ANGELES REGION — IMAGERY ACQUISITION CONSORTIUM 7 ("LARIAC7") PROJECT Page 11 Agreement No. 6338 PARTICIPANT AGREEMENT BY AND BETWEEN THE COUNTY OF LOS ANGELES AND PARTICIPATING ENTITIES FOR THE LOS ANGELES REGION — IMAGERY ACQUISITION CONSORTIUM 7 "LA'RIAC7"L_ER 3JECT This Participant Agreement (Agreement) is made and entered into by and between the County of Los Angeles (County), a political subdivision of the State of California, and City of El Segundo, a California city, special district, agency, or educational institution. Each individual city, district, educational institution, or agency is referred to herein individually as a "Participating Entity" and collectively as the "Participating Entities". The County and the Participating Entities are hereinafter referred to collectively as the "Parties" and each individually as a 'Party". A. WHEREAS, County has planned to acquire new digital orthogonal and oblique aerial imagery in the winter of 2023 Project; B. WHEREAS, County has become aware that various Participating Entities have similar projects currently underway or plans to undertake similar projects in the near future; C. WHEREAS, in order to avoid the duplication of efforts and costs by the Parties, the Parties desire to pool their resources to collectively undertake the Project; and D. WHEREAS, the Parties intend to participate in the Project upon the terms and conditions set forth herein below. NOW, THEREFORE, in consideration of the mutual covenants herein set forth and the mutual benefits to be derived therefrom, the Parties agree as follows: The purpose of this Agreement is to provide a vehicle for the collective participation in the Project by the Parties. The Project shall focus on the acquisition of certain aerial imagery digital data which may include, but are not limited to, products listed in Attachment A ("Digital Data"). It is the intent of the Parties that Digital Data shall be acquired under this Agreement for areas within the County of Los Angeles covered by the jurisdictions of the Parties. Page 12 Agreement No. 6338 2.. Responsibilities of the !County A. Identify and provide specifications for Digital Data (or their derivatives) to the contractors hired to complete the Project. B. Develop all necessary procurement documents for necessary services to be provided by one or more qualified contractors in connection with the acquisition and administration of the Digital Data. C. Select the most qualified contractor or contractors to provide the necessary services in connection with the acquisition and administration of the Digital Data and thereafter, manage the entire acquisition and administration of the Project. D. With the assistance of one or more selected contractors, provide Quality Control (QC) for all Digital Data delivered under this Agreement. E. Arrange for the delivery of the Digital Data (or portions thereof) to the Participating Entity upon Project completion. F. Provide monthly reports to the Participating Entities on the status of the Project. A. Participate in identifying and providing technical specifications for the Digital Data (or their derivatives). B. Provide currently available geodetic points (with necessary standards and accuracy) for County's QC process. D. Acquire additional digital aerial products from the contractors through this Agreement, provided that a Statement of Work is provided. County assumes no liability for the completion of these products. The Parties shall be mutually responsible for the following: A. Financing the acquisition and administration of the Digital Data including, but not limited to, costs related to QC and the subsequent distribution thereof. The total cost of such acquisition and administration (Total Cost) shall be allocated among the Parties and the Participating Entities. The portion of the Total Cost allocated to a Party hereunder shall be hereinafter referred to as the Party's "Maximum Contribution." Each Participating Entity will transfer its Maximum Contribution to a LARIAC account which has been established by the County for this Project (LARIAC Account) and as further described in Paragraph 5 of this Agreement. Page 13 Agreement No. 6338 The Maximum Contribution of the Participating Entity shall be $18,556. B. In the event the Project is terminated for any reason before the execution of any contract with a contractor for the provision of goods and/or services in connection with the Project, each Participating Entity shall be refunded its Maximum Contribution (or such portion of the Maximum Contribution as shall have been paid to the County by such Participating Entity) in its entirety. 5. Payment of Maximum Contribution; Administration of LARIAC Account A. A Participating Entity shall have the following options in paying its Maximum Contribution to the County hereunder: The Participating Entity may elect to pay its Maximum Contribution to County in its entirety upon execution of this Agreement. The Participating Entity may elect to pay its Maximum Contribution to County as follows: (a) fifty percent (50%) of the Maximum Contribution upon its execution of this Agreement; and (b) fifty percent (50%) upon delivery of the Digital Data to the Participating Entity. B. The LARIAC Account established by the County in connection with the Project, shall be subject to the following: All funds held in the LARIAC Account shall be used solely for the payment of contractors selected by County to provide goods and services in connection with the Project. Any funds held in the LARIAC Account not expended upon the completion of the Project or the termination of this Agreement shall be held, administered, and returned to Parties based on their prorated contribution to the total costs of the Project. 6. General Terms and Conditions A. This Agreement shall take effect upon execution and shall remain in effect through final delivery of all Digital Data and through the duration of the license - use term. B. The term of this Agreement may be extended by an Amendment to this Agreement. C. It is the intention of the Parties that the Participating Entity shall receive, with the delivery of the Digital Data, an unlimited irrevocable perpetual, royalty - free license. The license may be used to, modify, edit, reuse, reproduce, translate, create derivatives, compile, other works based upon the Digital Data, Page 14 Agreement No. 6338 and combine the data with other contents selected by the Participating Entity in its own operation, with an unlimited number of seats; including, but not limited to Internet and intranet applications, copying, and printing. D. The Participating Entity shall have the right to transfer, sublicense, and distribute any form of media either now known or hereinafter desired the Digital Data to its subcontractors or consultants on projects which are outsourced from its own operations. In this connection, the Participating Entity shall require each subcontractor or consultant to whom the Digital Data is transferred to execute a written acknowledgement and agreement to abide by such Participating Entity's license to use the Digital Data. Such acknowledgement and agreement is provided in Attachment B (Los Angeles Regional Imagery Acquisition Consortium (LAR-IAC) 7 Authorized User Confidentiality and Non -Disclosure Agreement). E. Notwithstanding any provision of this Agreement to the contrary, a Participating Entity shall not have the right to sell, resell, or otherwise transfer its license to use the Digital Data to any other person or entity. F. This Agreement may be amended or modified by County only after collaboration and consultation with the Participating Entities. G. Nothing in this Agreement shall be construed to give any person or entity, other than the Parties hereto, any legal or equitable right, remedy, or claim under or in respect to this Agreement or any provision herein contained. This Agreement and the provisions hereof are intended to be and are for the sole and exclusive benefit of the Parties. H. No Party may terminate its participation under this Agreement after the execution of contract(s) for the acquisition of the Digital Data without the prior written consent of County. I. Any other California city, special district, agency, or educational institution may become a Participating Entity under this Agreement if: (i) Such entity executes this Agreement, and (ii) Such entity makes its Maximum Contribution to County as provided for under this Agreement. Any such contribution shall be deposited into the LARIAC Account and administered in accordance with sub- paragraph 5.13 of this Agreement. J. This Agreement may be executed in counterparts and the signed counterparts shall constitute a single instrument. The signatories to this Agreement represent that they have the authority to bind their respective party to this Agreement. Page 15 Agreement No. 6338 IN WITNESS WHEREOF, the parties have executed this Participant Agreement for the Los Angeles Region — Imagery Acquisition Consortium 6 Program on the date indicated below. PARTICIPANT ENTITY City of El Segundo COUNTY OF LOS ANGELES INTERNAL SERVICES DEPARTMENT By. By: Date: AP �E A TO FORM: CITYA`, CRNEY Page 16 04/26/2022 Date: cn=Steven J. Steinberg, o=County of Los Angeles, ou=1SD, email=SStei nberg@isd.lacounty .gov, c=US 2022.04.26 10:53:41-07'00' Agreement No. 6338 ATTACHMENT A DIGITAL DATA All data will be acquired in 2023 unless otherwise noted. Orthogonal Imagery • 4-band orthogonal imagery (including color infrared) at 4-inch or better resolution in the urban areas, and 9-inch or better in the National Forest. • Multiple formats (TIFF, JPEG2000, and compressed ECW). Oblique Imagery • 3-band color oblique imagery at 4-inch resolution. • Online hosted access for desktop and mobile devices. Building Outlines • Building outlines updated for all buildings over 300 square feet. Digital Terrain Data • LIDAR point cloud including all elevation data (QL1 or better). • Digital Terrain Model (DTM) — bare earth data derived from LIDAR. • Digital Surface Model (DSM) - building and tree tops derived from LIDAR. • Digital Elevation Model (DEM) — bare earth data optimized for processing. • 1-foot contours for urban areas, and 2-feet contours for the National Forest. Additional Data Product(s) as Feasible • Additional high resolution image acquisitions throughout the three-year cycle. • Normalized Difference Vegetation Index (NDVI). • Solar Model. • Raster Tree Canopy Model. • Raster Building data Model. • Hillshade. • Slope. • Raster Height Model. • 3D mesh. • Street -level imagery and derived products. • Other additional derived GIS data products. Page 17 Agreement No. 6338 ATTACHMENT B LOS ANGELES REGIONAL IMAGERY ACQUISITION CONSORTIUM (LAR-IAC) 4, LAR-IAC5, LAR-IAC6, LAR-IAC7 AUTHORIZED USER CONFIDENTIALITY AND NON -DISCLOSURE AGREEMENT (NDA) I . Pictometry International Corp , a Delaware company with offices at 25 Methodist Hill Drive. Rochester, NY 14623 ("Pictometry"), and the County of Los Angeles ("County") have entered into that certain agreement dated December 2013 as amended from time to time ("Agreement") for delivery of licensed digital trapping data and software ("Licensed Products") to the County. Under the Agreement, certain govenunental entities ("Authorized Entities"), including County Departments and non -County Authorized Participants, which participate in the LARAAC may be granted copies of or otherwise provided access to the Licensed Products through a Participant Agreement, 2. Pursuant to Paragraph 11.2 (Authorized Users) of the Agreement, Licensed Products may only be accessed or otherwise used by an Authorized User, which includes any contractor or consultant of an Authorized Entity using the Licensed Products either at the facilities of such Authorized Entity or for any Project (as defined below) of such Authorized Entity_ 3. The undersigned is an Authorized User of an Authorized Entity under the Agreement and desires to use the Licensed Products solely for internal, noncommercial use and for purposes no greater than reasonably needed to achieve the objectives of an actual project undertaken in connection with the relationship with the Authorized Entity ("Project") 4. The undersigned Authorized User understands and agrees that the Licensed Products contain proprietary, trade secret and/or confidential information ("Confidential Information") of Pictometry. Therefore, by signing this Authorized User Confidentiality and Non -Disclosure Agreement ("NDA"), the Authorized User agrees to use the Licensed Products solely for the Project, which is a nonexclusive, nontransferable and non -assignable right, from the effective date of this NDA until the expiration or termination of [lie Project for which the undersigned Authorized User was engaged by the particular Authorized Entity. 5. Pictometry and the County acknowledge that the Agreement and certain information and documentation (collectively, "Records") may be subject to public record requests (e.g., California Public Record Act Request or Freedom of Information Act Request) or other compelled legal disclosure requests (e.g., a subpoena or warrant) (collectively, "Compelled Disclosure Requests"). Should the Authorized Entity reasonably believe that Records, in whole or in part, are subject to production via a valid, properly submitted Compelled Disclosure Request, the Authorized Entity will promptly notify County and Pictometry of such request providing five (5) days advance notice prior to producing any of the requested Records. Pictometry explicitly reserves the right to object to any such production and to pursue any and all remedies it has in both law and in equity to prevent the release of such Records. The Authorized User and the Authorized Entity, at Pictomety's expense, shall reasonably cooperate with Pictometry in connection with the foregoing. 6. The undersigned Authorized User agrees to protect and maintain any Confidential Information the Authorized User is given access to under this NDA using at least the same protections and to the same extent the Authorized Entity uses to protect and maintain its own confidential information of a similar nature. 7. To the extent any Confidential Information that is not in the public domain is revealed through the operation or other use of the Licensed Products, the Authorized User agrees that it will not make use of, disseminate or in any way disclose such Confidential Information without the County's prior written consent, which County may first need to obtain from Pictometry. Page 18 Agreement No. 6338 IN WITNESS WHEREOF, the undersigned Authorized User, by his/her authorized signature, agrees to all teirns and conditions of this NDA as of the date set forth below. AUTHORIZED USER: SiLnWllre, V Address: J Name: qt-77_ t-/ 4% Organization: --------- — E-:L City/7-i Date - Phone: —5D i. AUTHORIZED BY: Signature: Date: Name: Authorized Entity: Title: County's Project Director, Note. Submit completed form and a copy of the contract betu,cen the Authorized Entity and the Authorized User that details the "Project" to Dr. Steven Steinberg, LARIAC Project ffirectur, at SSteinl)erLLlis(I.I�ncotint-v.aov and Cc' An Dang, LARIAC Project Maim-er, at for review and approval_ Page19 Agreement No. 6338 Map 1: Areas for Orthogonal Imagery Products r egend Area I 4 inch Area ifoof Crf.ho Imagery Grid L— Angeies Counry Boundary Page 110 Los Angeles Region - imagery Acquisition Consortium Project Areas and Tile Grid cos ANG(,LES rQUAITY B�P.Wf ., P.q—!Rng JPD W F—& 51 Cc, A,9.1- CA PKIF2 Agreement No. 6338 Map 2: Areas for Oblique Imagery Products Oblique IrywDery TVpes Image CapWure Type C--s.4y 2-Wy. Ift N.,Uhhmoad Corao,ungy 2Nklay. q.igK—h..d 4-%I.y CnmnTuMy2..VVay NeighborhoadO-Way Cm —by 4-Way, No N.ij.hh.,hwd Curnirumifly 4AV.y, K.!Dhbrft.d 4ANAY Page 111 Los Angeles Region - Imagery Acquisition Consortium Oblique Imagery Grid and Capture Types 70; A �0� D1,N u 0 F13 k. I h! T Y M Lill' 1. R I LOSANGELEE COUNTY fX,r.,f"wnf W Rf1k,"M pi—p 320 W T—,,1A S 1 ", Ang,,—. CA 9000 hfamh I.I.M.3 NO Agreement No. 6338 LOS ANGELES REGIONAL IMAGERY ACQUISITION CONSORTIUM ["LAR-IAC"1 AUTHORIZED USER CONFIDENTIALITY AND NON -DISCLOSURE AGREEMENT [THIS FORM APPLIES TO DATA FROM LAR-IAC 4, LAR-IAC 5 AND LAR-IAC 61 1. Pictometry International Corp., a Delaware company with offices at 25 Methodist Hill Drive, Rochester, NY 14623 ["Pictometry"], and the County of Los Angeles ["County"] have entered into that certain agreement dated December 3, 2013 as amended from time to time ["Agreement"] for delivery of licensed digital mapping data and software ["Licensed Products"] to the County. Under the Agreement, certain governmental entities ["Authorized Entities"], including County Departments and non -County Authorized Participants, which participate in the LAR-IAC may be granted copies of or otherwise provided access to the Licensed Products through a Participant Agreement. 2. Pursuant to Paragraph 1 i 2 ["Authorized Users"] of the Agreement, Licensed Products may only be accessed or otherwise used by an Authorized User, which includes any contractor or consultant of an Authorized Entity using the Licensed Products either at the facilities of such Authorized Entity or for any Project (as defined below) of such Authorized Entity_ 3. The undersigned is an Authorized User of an Authorized Entity under the Agreement and desires to use the Licensed Products solely for internal, noncommercial use and for purposes no greater than reasonably needed to achieve the objectives of an actual project undertaken in connection with the relationship with the Authorized Entity ["Project"]. 4. The undersigned Authorized User understands and agrees that the Licensed Products contain proprietary, trade secret and/or confidential information ["Confidential Information"] of Pictometry. Therefore, by signing this Authorized User Confidentiality and Non -Disclosure Agreement ["NDA"], the Authorized User agrees to use the Licensed Products solely for the Project, which is a nonexclusive, nontransferable and non -assignable right, from the effective date of this NDA until the expiration or termination of the Project for which the undersigned Authorized User was engaged by the particular Authorized Entity. 5. Pictornetfy and the County acknowledge that the Agreement and certain information and documentation [collectively, "Records") may be subject to public record requests (e.g., California Public Record Act Request or Freedom of Information Act Ret'luest) or other compelled legal disclosure requests (e.q,., a subpoena or warrant) [collectively, '"Compelled Disclosure Requests"]. Should the Authorized Entity reasonably believe that Records, in whole or in part, are subject to production via a valid, properly submitted Compelled Disclosure Request, the Authorized Entity will promptly notify County and Pic;tornetry of such request providing five (5) days advance notice prior to producing any of the requested Records. Pictometry explicitly reserves the; right to object to any such production and to pursue any and a9l remedies it has in both law and in equity to prevent the release, of such Records. The Authorized User and the Authorized Entity, at Pictometry"s expense, shall reasonably cooperate with Pictometry in connection with the foregoing. b. The undersigned Authorized User agrees to protect and maintain any Confidential Information the Authorized User is given access to under this NDA using at least the same protections and to the same extent the Authorized Entity uses to protect and maintain its own confidential information of a similar nature. 7. To the extent any Confidential Information that is not in the public domain is revealed through the operation or other use of the Licensed Products, the Authorized User agrees that it will not make use of, disseminate or in any way disclose such Confidential Information without the County's prior written consent, which County may first need to obtain from Pictometry, HOA 101512568.1 Agreement No. 6338 IN WITNESS WHEREOF, the undersigned Authorized User, by his/her authorized signature, agrees to all terms and conditions of this NDA as of the date set forth below. AUTHORIZED USER (Contractor/Collaborator): (Name / Title: ".: AFRR AS TO FORM: Organization: Address: City/ZIP: Signature: Name / Title: Organization: Address: City/'LIP: Signature: Name / Title: Signature: 1 . 1 )A- ' f` CITY A j` RG'v a City C16-A Cif of I 'endo Y M Date: AUTHORIZED BY (LAR-IAC Member Organization): Date: APPROVED BY (County's LAR-IAC Project Director): Date: Note: Submit completed form and a copy of the contract between the Authorized Entity and the Authorized User that details the "Project" to Dr. Steven Steinberg, LAR-IP.0 Project Director, at oy with a copy (cc) to An Dang, LAR-IAC Project Manager, at LW n s,,,d a ,ta jetty. ,ov for review and approval. HOA.101512568.1 Agreement No. 6338 SELWYN HOLLINS Direclor February 15, 2022 Joe Lillio Acting City Manager City of El Segundo Dear Joe Lillio, County of Los Angeles INTERNAL SERVICES DEPARTMENT 9150 Imperial Hwy. Downey, California 90242 '76 ezric:h liven through Effective and c amine, sei-vice " Telephone: (323) 267...2$03 FAX: (323) 264-7135 LOS ANGELES REGION IMAGERY ACQUISITION CONSORTIUM (LARIAC7) Established in 2005, the Los Angeles Region Imagery Acquisition Consortium (LARIAC) has delivered highly accurate digital aerial imagery and elevation datasets to participants at substantial cost savings and has become a national model for collaborative data acquisition. LARIAC participants have included 52 cities, 27 County departments, 16 local, state, and federal agencies, and seven educational institutions. To ensure the currency of the aerial imagery, we are working with consortia members to plan and initiate the next LARIAC cycle — LARIAC7. This document describes LARIAC, highlights its benefits, provides a status update, and discusses the proposed scope, schedule, and cost. Your total portion of the cost of LARIAC7 will be $18,556. To conserve paper, we will also E-mail a digital copy of this letter and Participant Agreement to current LARIAC participants. These participants are listed on Attachment I. Payments are traditionally invoiced in two equal installments in year one (Spring 2023) and two (Spring 2024) of the cycle. LARIAC BACKGROUND LARIAC is a consortium of the County of Los Angeles, in partnership with cities and agencies, which collaboratively acquires valuable digital aerial data, including imagery and elevation data. Leveraging the combined buying power of the member agencies, LARIAC reduces costs, enabled participants to acquire more data than would be possible individually and provides consistent and comparable data over time. The LARIAC Website (httos:)Ilariac-Iacounty.hu .arpgji . ornt) provides comprehensive information about the project, including detailed data descriptions and samples, product guides, documentation, and agreements. Agreement No. 6338 LARIAC7 February 15, 2022 Page 2 LARIAC7 LARIAC is in its seventh cycle (LARIAC7) of digital aerial data acquisition, scheduled to begin initial data capture in early 2023 with delivery by December 2023. Attachment II shows various LARIAC data acquisitions. LARIAC7 will update its highly accurate orthogonal and oblique imagery with color infrared, as well as derived data including building outlines. LiDAR-based elevation data and derived products, last acquired in 2016 as part of LARIAC4, will also be included in LARIAC7. The benefits of LARIAC program and its products are listed on Attachment III. Additional products will be finalized in the coming months. These may include additional high resolution image acquisitions throughout the three-year cycle, 3D mesh, additional derived GIS data products and/or street -level imagery and derived products. Additional details on LARIAC7 product list can be found in Attachment IV. LARIAC7 PARTICIPATION We look forward to your participation in LARIAC7. If your organization would like to join LARIAC7, please complete, sign, and return the attached "Letter of Intent" on your business letterhead. We recognize this Letter of Intent may be subject to final approval by your City Council or authorizing Board of Directors. We would appreciate receiving your letter of intent by April 15, 2022. When available, please confirm your city/agency's commitment to participating in funding LARIAC7, please complete and return the attached "Participant Agreement," authorizing the County to invoice your city/agency for the initial payment, which will be one half of the total amount. Please return either the signed "Letter of Intent" or "Participant Agreement" as a digitally signed document via email (preferred) to Steve Steinberg ssteinber (isd.lacount . ov and An Dang adangftsd i,p�� or In hard copy by mail to Attention: Steven Steinberg County of Los Angeles Internal Services Department Mailstop #3 9150 Imperial Highway Downey, CA 90242 Agreement No. 6338 LARIAC7 February 15, 2022 Page 3 If you have any questions; please contact one of us below: LARIAC Project Director Steven Steinberg (562) 392-7126 ssteinberQeisd,laC0UT1tY.90V Sincerely, LARIAC Project Manager An Dang (562) 955-3916 adan i oisd.lacount ov Steven J. Steinberg, Ph.D., MPA, GISP Geographic Information Officer (GIO) County of Los Angeles CC: Mr. Scott Kim, Mr. Michael McDaniel, Mr. Jason Martin Attachments (6) Agreement No. 6338 LARIAC7 February 15, 2022 Page 4 LARIAC PARTICIPANTS ATTACHMENTI ..� LARlAC1 LARIAC2 f '�� LARIAC3 ll LAM. C4 LARIACS ti LARIACCity Cities Cit_. of Agoura Hills �_... X ..�.�� X__�'..�...._ of Arcadia X X X ...__ .__. _. of Azusa .. X X X.X X .._ City of Bellflower X City of Beverly Hills X X_._..._.m_�X _._ _____ X._X X ... City oof f Burbank X. _. X _� X X X Ci of Cerritos __...._�� X X _ X X Ci of Claremont X X� Cit of Covina X X { X R Ci of Culver Ci X X Xf X X X _Ct�.of Diamond �Bar � __..X X Ciiyof Do X X ._... ._ X X Cof Duarte _ mmmITIT City of El Monte X City of Ei Segundo X X X X X X Ci of Gardena X X �_ ... . U of Glendale X X 9 X _ X X X Ci of Hermosa Beach X X X X City oflndust X X X X X X City of Inglewood X X X X X X CitV of Irwindale X X ; Ci of La Canada Flintridge�_ _ X X X X X X ....... City of La Habra Heiqhts X X City of Lakewood X_ X X X X X Ci r X of Lancaster � X . Ci of Lonq Beach _...___ X X X Ci of Los An eles X X X X X X _gty ofMalibu.mX �_x Ci oManhattan Beach X �IT X X X X X Ci of Monrovia X City of Monterey Park _ X X X y of Norwalk X City of Palmdale X �..... City of Palos Verdes Estates � X X X _IT X f Ci of Pasadena X X City of Pico Rivera �� X Ci of Rancho Palos Verdes X X X Cit of Redondo Beach X X X X X ty n Dis .Ciof Sama_ _ X X X....___X Ci of San Fernando X X City of Santa Clarita X X X _ X X X Ci of Santa Fe S nn s X� X w X X X mmmm Cit of Santa Monica X ... __ X....... _. __.. B X j( Agreement No. 6338 LARIAC7 February 15, 2022 Page 5 Chi of Signal Hill X E Xi m X City of South El Monte X Xof �. Clt of,Teuth Pasadena _._._. m.._a X._.... of Torrance X _....... Xm. .. X X X X C . of West Covina X Cit of West Hollywood .-. . _ . X X X City of Westlake Village X �— X X City of Whittier X X X X X X Goun De artments Agricultural Commission/Weights X X X and Measures X X X Animal Care & Control _ _ X ......... X X X X Arts Commission Assessor X X X X X X Auditor Controller X X Beaches & Harbors X- _ X X _ X X X Board of Supervisors Executive X X Office Chief Executive Office/Office of Emer enc Management X X X X X X Child §ypport Services Children & FpTIl Services X �..... �....._.... X X _.. X X Consumer Affairs X X Coroner _. X X .. _....... _ _ Health Services r X X X X X ,._.�. Services _. X_.a... 4_ X X � X _..... X v...... X Internal Services Department X _X X XITm X X Library Mental Health X X X X X Parks & Recreation X X X X X X Probation . ....� ..... _._...W�.._ �X X p X _.... �.�. X- _ _ ._ ._ J _. _ .6_.... � _.. X Public Health X X X X X X Public Social Services .W X X X _ X X Public Works X X X X X X Regional Planning X X X I X X X Re istrar-Recorder/Goun Clerk X X X X X X Sheriff X X X I X X Treasurer and Tax Collector ..... Workforce, Development, Aging, and Community Services _._....... mmmITITmm mmmIT .. X X X X _.. X.� Local, State, and Federal Agencies Alameda Corridor Transportation { Authority.. X f Amigos de Los Rios X California Department of X X X Transportation Los AgIsland ConservancyX X X _. X X X neles Air For e base _ X X u Los Angeles County Metropolitan X .- X Transit Authority MTA Los Angeles County Sanitation X X X X X District No. 2 Agreement No. 6338 LARIAC7 February 15, 2022 Page 6 Los Angeles Region Gang X Information Network LARGIN) J Port of Los Angeles X X X X X X Port of Lona Beach X Santa Catalina Island Cter A enc onservancy, X X �mm� X mmmmmmmmX ,µX Santa Clarita Valle W� � Valley X X, Southern California Association of f Governments X Southern California Edison _ X X �Caiaiina ,Island . ......_....__ �.�_.._.m.. ......... ...., ._ ...�......� US Geological Survey X X X US National Guard X X Water Replenishment District of X X X Southern California Educational Institutions VerdesPalos California State University, Channel Islands X State Pol ech is .. _.....___. California' yt al X X University. Pomona California is State University, Long X X X X X X Beach California State University �._�.._Los_—__.._. _ _......� _... X Angeles California State University, X Northrid e Claremont University Consortium _ Xmm m mmm mITmmm Rio Hondo Communi Colle e X 4_ ........ _ Lo o1a Mar mount Universif.mmm_ Universi of Southern California a X x_. �IT _�_mmmnT University of California at Los X X X X X Angeles. WW_.... Agreement No. 6338 LARIAC7 February 15, 2022 Page 7 LARIAC DATA ACQUISITIONS ATTACHMENT II Data 2006 2008 2011 2014 2017 2020 2023 (11-1) (11-2) (1-3) (11-4) (L5) (L8) (L7) Orthogonal Imagery (4-inch) X X X X X X X f• (including ; (including (including (including (including .Y Infrared) 2012 and Infrared Infrared Infrared 2103 1-foot imagery imagery in imagery in imagery) and 2020 and 2023 and multiple multiple multiple acquisitions acquisitions acquisitions per year) per year per year through through 2022) 2025) _ Oblique Imagery _.. X . _ X Elevation Data "w Derived Data (tree canopy, solar insulation, stop, hillshade, height model, land cover, etc.) (400 sq ft) (300 sq ft) ' (300 sq ft) (300 sq ft) X *51 Agreement No. 6338 LARIAC? February 15, 2022 Page 8 ATTACHMENT III DIGITAL AERIAL IMAGERY AND ELEVATION BENEFITS Digital aerial imagery and elevation data provide valuable support for decision making within agencies, as well as cost savings for operations. High quality image data enables staff to make virtual site visits that improves and may replace field work, reducing information collection costs. Some examples include: • Public Safety: Fire and Police personnel can plan for and "see" the location of incidents and addresses, improving dispatch, crime analysis, incident response, and officer safety. • Public Works: Reduces the need for field visits, supports traffic and pavement management, storm drain and flood protection, and enhances project planning and infrastructure management. • Planning: Improves code enforcement, site plan review, and understanding impacts of new projects. • Economic Development: Improves outreach to businesses by providing detailed site information for potential developments and surrounding areas. • Disaster Planning and Response: Improves planning and response before, during, and after disasters, providing a foundation for a Common Operating Picture. • Community Outreach: Improves communication with residents by providing a picture of the area of discussion, increasing citizen engagement. • Operational Efficiency: A consistent view of a city or agency supports collaboration, integration, and efficiency to lower operational costs. LARIAC BENEFITS High resolution data provided through LARIAC data offers key benefits when compared to aerial imagery from online providers ("free mapping websites" like Google or Bing), and off -the - shelf vendors. These include: • Enhanced resolution (4-inch rather than 1-foot) shows greater detail and provides more information (you can see manhole covers and road striping); • Unparalleled accuracy (+l- 2-feet accuracy) ensures information captured from the imagery is in the right location, supporting facilities management, planning, and operations; • Breadth of products (orthogonal and oblique imagery, building footprints, and elevation data) to support of city or agency's business needs; • Multiple access methods, including desktop, handheld, and mobile, as well as local and remotely hosted solutions to eliminate agency hardware and software costs; • Variety of formats and compressed formats to enable use within existing applications in the field; • Access to historical data from previous LARIAC image acquisitions to assess change over time; and Agreement No. 6338 LARIAC7 February 15, 2022 Page 9 • Complete control of LARIAC data products, including availability for use by your contractors. LARIAC participation allows for data use and deployment across your entire agency in all applications, from planning to emergency services to public works. One of the key benefits of LARIAC is cost sharing, provides members a suite of high quality deliverables at lower cost per member as more cities and agencies participate. Cost savings are passed back to participants in the form of additional data products, more frequent image capture and maintaining the price point over time. To date, 102 cities, County departments, agencies, and educational institutions have benefited from these cost savings. These entities are listed in Attachment 1. We invite you to contact these participants to learn more about their use and benefit from the LARIAC. Agreement No. 6338 LARIAC7 February 15, 2022 Page 10 ATTACHMENT IV LARIAC7 PRODUCT LIST Orthogonal Imagery • 4-band orthogonal imagery (including color infrared) at 4-inch or better resolution in the urban areas, and 9-inch or better in the National Forest. • Multiple formats (TIFF, JPEG2000, and compressed ECW). Oblique Imagery • 3-band color oblique imagery at 4-inch resolution. • Online hosted access for desktop and mobile devices. Building Outlines • Building outlines updated for all buildings over 300 square feet. Digital Terrain Data • LIDAR point cloud including all elevation data (QL1 or better). • Digital Terrain Model (DTM) — bare earth data derived from LIDAR. • Digital Surface Model (DSM) - building and tree tops derived from LIDAR. • Digital Elevation Model (DEM) — bare earth data optimized for processing. • 1-foot contours for urban areas, and 2-feet contours for the National Forest,. Additional Data Product(s) as Feasible • Additional high resolution image acquisitions throughout the three-year cycle. • Normalized Difference Vegetation Index (NDVI). • Solar Model. • Raster Tree Canopy Model. • Raster Building data Model. • Hillshade. • Slope. • Raster Height Model. • 3D mesh. • Street -level imagery and derived products. • Other additional derived GIS data products. Hosted Solution EagleView CONNECTExplorer and CONNECT Products (e.g. EagleView for ESRI Web AppBuilder, Integrated Pictometry Application). Image services provided as WMS, WMTS, TMS, and Esri REST, GIS Viewer Access • Enhanced access to the LARIAC data, current parcel information, other County GIS data, and mapping and GIS tools through the County's GIS Viewer. Agreement No. 6338 LARIAC7 February 15, 2022 Page 11 SAMPLE LETTER OF INTENT ATTACHMENT V Agreement No. 6338 LARIAC7 February 15, 2022 Page 12 <Current Date> Steven Steinberg County of Los Angeles Internal Services Department Mailstop #3 9150 Imperial Highway Downey, CA 90242 Dear Dr. Steinberg: It is our intent to participate in the 2023 Los Angeles Region Imagery Acquisition Consortium (LARIAC7). LARIAC7 will acquire 4-inch color orthogonal in urban areas (9-inch in National Forests), 4-inch oblique aerial photography, building representations (outlines), digital terrain data, and additional high resolution image acquisitions throughout the three-year cycle. We understand the cost will be $18,556. Recognizing that our final commitment is contingent upon approval by our organization. It is understood this approval must be obtained prior to confirming our participation in this project. If you have questions, please contact <Name and Title of Primary Contact> at Tele ,faonj Fax and E-mail Address>. Sincerely, Signature -. Title 4 Print Name Date Agreement No. 6338 ATTACHMENT VI PARTICIPANT AGREEMENT BY AND BETWEEN THE COUNTY OF LOS ANGELES AND PARTICIPATING ENTITIES FOR THE LOS ANGELES REGION -- IMAGERY ACQUISITION CONSORTIUM 7 ("LARIAC7") PROJECT Page 11 Agreement No. 6338 PARTICIPANT AGREEMENT BY AND BETWEEN THE COUNTY OF LOS ANGELES AND PARTICIPATING ENTITIES FOR THE LOS ANGELES REGION — IMAGERY ACQUISITION CONSORTIUM 7 °LARIAC°"' PROJECT This Participant Agreement (Agreement) is made and entered into by and between the County of Los Angeles (County), a political subdivision of the State of California, and City of El Segundo, a California city, special district, agency, or educational institution. Each individual city, district, educational institution, or agency is referred to herein individually as a "Participating Entity" and collectively as the "Participating Entities". The County and the Participating Entities are hereinafter referred to collectively as the "Parties" and each individually as a 'Party". A. WHEREAS, County has planned to acquire new digital orthogonal and oblique aerial imagery in the winter of 2023 Project; B. WHEREAS, County has become aware that various Participating Entities have similar projects currently underway or plans to undertake similar projects in the near future; C. WHEREAS, in order to avoid the duplication of efforts and costs by the Parties, the Panties desire to pool their resources to collectively undertake the Project; and D. WHEREAS, the Parties intend to participate in the Project upon the terms and conditions set forth herein below. NOW, THEREFORE, in consideration of the mutual covenants herein set forth and the mutual benefits to be derived therefrom, the Parties agree as follows: The purpose of this Agreement is to provide a vehicle for the collective participation in the Project by the Parties. The Project shall focus on the acquisition of certain aerial imagery digital data which may include, but are not limited to, products listed in Attachment A ("Digital Data"). It is the intent of the Parties that Digital Data shall be acquired under this Agreement for areas within the County of Los Angeles covered by the jurisdictions of the Parties. Page12 Agreement No. 6338 A. Identify and provide specifications for Digital Data (or their derivatives) to the contractors hired to complete the Project. B. Develop all necessary procurement documents for necessary services to be provided by one or more qualified contractors in connection with the acquisition and administration of the Digital Data. C. Select the most qualified contractor or contractors to provide the necessary services in connection with the acquisition and administration of the Digital Data and thereafter, manage the entire acquisition and administration of the Project. D. With the assistance of one or more selected contractors, provide Quality Control (QC) for all Digital Data delivered under this Agreement. E. Arrange for the delivery of the Digital Data (or portions thereof) to the Participating Entity upon Project completion. F. Provide monthly reports to the Participating Entities on the status of the Project. A. Participate in identifying and providing technical specifications for the Digital Data (or their derivatives). B. Provide currently available geodetic points (with necessary standards and accuracy) for County's QC process. D. Acquire additional digital aerial products from the contractors through this Agreement, provided that a Statement of Work is provided. County assumes no liability for the completion of these products. The Parties shall be mutually responsible for the following: A. Financing the acquisition and administration of the Digital Data including, but not limited to, costs related to QC and the subsequent distribution thereof. The total cost of such acquisition and administration (Total Cost) shall be allocated among the Parties and the Participating Entities. The portion of the Total Cost allocated to a Party hereunder shall be hereinafter referred to as the Party's "Maximum Contribution." Each Participating Entity will transfer its Maximum Contribution to a LARIAC account which has been established by the County for this Project (LARIAC Account) and as further described in Paragraph 5 of this Agreement. Page 13 Agreement No. 6338 The Maximum Contribution of the Participating Entity shall be $18,556, B. In the event the Project is terminated for any reason before the execution of any contract with a contractor for the provision of goods and/or services in connection with the Project, each Participating Entity shall be refunded its Maximum Contribution (or such portion of the Maximum Contribution as shall have been paid to the County by such Participating Entity) in its entirety. Payment of Maximum Contribution, Administration of LARIAC Account A. A Participating Entity shall have the following options in paying its Maximum Contribution to the County hereunder: The Participating Entity may elect to pay its Maximum Contribution to County in its entirety upon execution of this Agreement. The Participating Entity may elect to pay its Maximum Contribution to County as follows: (a) fifty percent (50%) of the Maximum Contribution upon its execution of this Agreement; and (b) fifty percent (50%) upon delivery of the Digital Data to the Participating Entity. B. The LARIAC Account established by the County in connection with the Project, shall be subject to the following: All funds held in the LARIAC Account shall be used solely for the payment of contractors selected by County to provide goods and services in connection with the Project. i. Any funds held in the LARIAC Account not expended upon the completion of the Project or the termination of this Agreement shall be held, administered, and returned to Parties based on their prorated contribution to the total costs of the Project. 6. General Terms and Conditions A. This Agreement shall take effect upon execution and shall remain in effect through final delivery of all Digital Data and through the duration of the license - use term. B. The term of this Agreement may be extended by an Amendment to this Agreement. C. It is the intention of the Parties that the Participating Entity shall receive, with the delivery of the Digital Data, an unlimited irrevocable perpetual, royalty - free license_ The license may be used to, modify, edit, reuse, reproduce, translate, create derivatives, compile, other works based upon the Digital Data, Page 14 Agreement No. 6338 and combine the data with other contents selected by the Participating Entity in its own operation, with an unlimited number of seats; including, but not limited to Internet and intranet applications, copying, and printing. D. The Participating Entity shall have the right to transfer, sublicense, and distribute any form of media either now known or hereinafter desired the Digital Data to its subcontractors or consultants on projects which are outsourced from its own operations. In this connection, the Participating Entity shall require each subcontractor or consultant to whom the Digital Data is transferred to execute a written acknowledgement and agreement to abide by such Participating Entity's license to use the Digital Data. Such acknowledgement and agreement is provided in Attachment B (Los Angeles Regional Imagery Acquisition Consortium (LAR-IAC) 7 Authorized User Confidentiality and Non -Disclosure Agreement). E. Notwithstanding any provision of this Agreement to the contrary, a Participating Entity shall not have the right to sell, resell, or otherwise transfer its license to use the Digital Data to any other person or entity. F. This Agreement may be amended or modified by County only after collaboration and consultation with the Participating Entities, G. Nothing in this Agreement shall be construed to give any person or entity, other than the Parties hereto, any legal or equitable right, remedy, or claim under or in respect to this Agreement or any provision herein contained. This Agreement and the provisions hereof are intended to be and are for the sole and exclusive benefit of the Parties. H. No Party may terminate its participation under this Agreement after the execution of contract(s) for the acquisition of the Digital Data without the prior written consent of County. I. Any other California city, special district, agency, or educational institution may become a Participating Entity under this Agreement if: (i) Such entity executes this Agreement, and (ii) Such entity makes its Maximum Contribution to County as provided for under this Agreement. Any such contribution shall be deposited into the LARIAC Account and administered in accordance with sub- paragraph 5.B of this Agreement. J. This Agreement may be executed in counterparts and the signed counterparts shall constitute a single instrument. The signatories to this Agreement represent that they have the authority to bind their respective party to this Agreement. Page 15 Agreement No. 6338 IN WITNESS WHEREOF, the parties have executed this Participant Agreement for the Los Angeles Region — Imagery Acquisition Consortium 6 Program on the date indicated below. PARTICIPANT ENTITY COUNTY OF LOS ANGELES City of El Segundo INTERNAL SERVICES DEPARTMENT cn=Steven J. Steinberg, o=County of Los Angeles, ou=1SD, A,s email=55teinberg@isd.lacounty r gov, c=US a M�' By: u � ' �,„ � By: °`2022.04.26 10:53:41-07'00' 04/26/2022 Date: Date: AP JAI ' A TO FORM: CIT RNEY ATEW11, fi City Clf� 'J k City Of ElS8C'Undo Page 16 Agreement No. 6338 ATTACHMENT A DIGITAL DATA All data will be acquired in 2023 unless otherwise noted. Orthogonal Imagery • 4-band orthogonal imagery (including color infrared) at 4-inch or better resolution in the urban areas, and 9-inch or better in the National Forest. • Multiple formats (TIFF, JPEG2000, and compressed ECW). Oblique Imagery • 3-band color oblique imagery at 4-inch resolution. • Online hosted access for desktop and mobile devices, Building Outlines • Building outlines updated for all,buildings over 300 square feet. Digital Terrain Data • LIDAR point cloud including all elevation data (QL1 or better). • Digital Terrain Model (DTM) — bare earth data derived from LIDAR. • Digital Surface Model (DSM) - building and tree tops derived from LIDAR. • Digital Elevation Model (DEM) — bare earth data optimized for processing. • 1-foot contours for urban areas, and 2-feet contours for the National Forest. Additional Data Product(s) as Feasible 0 Additional high resolution image acquisitions throughout the three-year cycle. • Normalized Difference Vegetation Index (NDVI). • Solar Model. • Raster Tree Canopy Model. • Raster Building data Model. • Hillshade. • Slope. • Raster Height Model. • 3D mesh. • Street -level imagery and derived products. • Other additional derived GIS data products. Page 17 Agreement No. 6338 LOS ANGELES REGIONAL IMAGERY ACQUISITION CONSORTIUM (LAR-IAC) 4, LAR-JAC5, LAR-IAC6, LAR-IAC7 AUTHORIZED USER CONFIDENTIALITY AND NON -DISCLOSURE AGREEMENT (NDA) I Pictometry International Corp,, a Delaware company with offices at 25 Methodist Hill Drive, Rochester, NY 14623 ("Pictometry"), and the County of Los Angeles ("County") have entered into that certain agreement dated DD-erember 1, 2013 as amended from time to time ("Agreement") for delivery of licensed digital mapping data and software ("Licensed Products") to the County. Under the Agreement, certain governmental entities ("Authorized Entities"), including County Departments and non -County Authorized Participants, which participate in the LARAAC may be granted copies of or othenvise provided access to the Licensed Products through a Participant Agreement. 2. Pursuant to Paragraph 11.2 (Authorized Users) of the Agreement, Licensed Products may only be accessed or otherwise used by an Authorized User, which includes any contractor or consultant of an Authorized Entity using the Licensed Products either at the facilities of such Authorized Entity or for any Project (as defined below) of such Authorized Entity. 3- The undersigned is an Authorized User of an Authorized Entity under the Agreement and desires to use the Licensed Products solely for internal, noncommercial use and for purposes no greater than reasonably needed to achieve the objectives of an actual project undertaken in connection %vith the relationship with the Authorized Entity ("Project") 4. The undersigned Authorized User understands and agrees that the Licensed Products contain proprietary, trade secret and/or confidential information ("Confidential Information") of Pictometry. Therefore, by signing this Authorized User Confidentiality and Non -Disclosure Agreement ("NDA"), the Authorized User agrees to use the Licensed Products solely for the Project, which is a nonexclusive, nontransferable and non -assignable right, from the effective date of this NDA until the expiration or termination of the Project for which the undersigned Authorized User was engaged by the particular Authorized Entity. 5. Pictometry arid the County acknowledge that the Agreement and certain information and documentation (collectively, "Records") may be subject to public record requests (e.g., California Public Record Act Request or Freedom of Information Act Request) or other compelled legal disclosure requests (e.g., a subpoena or war -rant) (collectively, "Compelled Disclosure Requests"). Should the Authorized Entity reasonably believe that Records, in whole or in part, are subject to production via a valid, properly submitted Compelled Disclosure Request, the Authorized Entity will promptly notify County and Pictometry Of Such request providing five (5) days advance notice prior to producing any of the requested Records. Pictometry explicitly reserves the right to object to any such production and to pursue any and all remedies it has in both law and in equity to prevent the release of such Records. The Authorized User and the Authorized Entity, at Pictometry's expense, shall reasonably cooperate with Pictometry in connection with the foregoing- 6, The undersigned Authorized User agrees to protect and maintain any Confidential Information the Authorized User is given access to under this NDA using at least the same protections and to the same extent the Authorized Entity uses to protect and maintain its own confidential information of a similar nature. 7. To the extent any Confidential Information that is not in the public domain is revealed through the operation or other use of the Licensed Products, the Authorized User agrees that it will not make use of, disseminate or in any way disclose such Confidential Information without the County's prior written consent, which County may first need to obtain from Pictometry. Page 18 Agreement No. 6338 MWITNESS WHEREOF, the undCT5igncd Authorized User, by hisfher authorized signature, agn-r-es to all terms and condiTions of this NDA as of the date set forth be9ow.. AUTHORIZED USER: Address: Narne. A.:, �r,3 k!(ot IQ' Organization: Date: qv City/Zip: Phone: ......... . . AUTHORIZED BY: Signature: Date: Name: Authorized Entity: .--- Titte: County's Project Director, Note: Suhmit completed form and a copy of the contract between the Authorized Entity and the Authorized User that details the "Project" to Dr. Steven Steinberg, LARJAC Project Director. at SStchibergaisd,!acy Cc' An Ming, LARIAC Project !'tanager, at for rev . ievv and approval. _unt1&ov and Agreement No. 6338 Map 1, Areas for Orthogonal Imagery Products Legend Area', -41nch F�,EZ� Area 2 - -, foot 00ho imagery Grid Los Angeles County Boundary Page 110 w Los Angeles Region - imagery Acquisition Consortium Project Areas and Tile Grid LOS ANGFLESC')WQ' )' Npw- �q 9 Mtf?—W no is, Y""pe Sf kqahm CA 0011Y2 P11111,11 !o 2W9 ti Agreement No. 6338 Map Z: Areas for Oblique Imagery Products Page 111 Agreement No. 6338 LOS ANGELES REGIONAL IMAGERY ACQUISITION CONSORTIUM ["LAR-IAC"] AUTHORIZED USER CONFIDENTIALITY AND NON -DISCLOSURE AGREEMENT [THIS FORM APPLIES TO DATA FROM LAR-IAC 4, LAR-IAC 5 AND LAR-IAC 61 1. Pictometry International Corp_, a Delaware company with offices at 25 Methodist Hill Drive, Rochester, NY 14623 ["Pictometry"], and the County of Los Angeles ["County"] have entered into that certain agreement dated December 3, 2013 as amended from time to time ["Agreement"] for delivery of licensed digital mapping data and software ["Licensed Products"] to the County. Under the Agreement, certain governmental entities ["Authorized Entities"], including County Departments and non -County Authorized Participants, which participate in the LARAAC may be granted copies of or otherwise provided access to the Licensed Products through a Participant Agreement. 2. Pursuant to Paragraph 11.2 ["Authorized Users"] of the Agreement, Licensed Products may only be accessed or otherwise used by an Authorized User, which includes any contractor or consultant of an Authorized Entity using the Licensed Products either at the facilities of such Authorized Entity or for any Project (as defined below) of such Authorized Entity. 3. The undersigned is an Authorized User of an Authorized Entity under the Agreement and desires to use the Licensed Products solely for internal, noncommercial use and for purposes no greater than reasonably needed to achieve the objectives of an actual project undertaken in connection with the relationship with the Authorized Entity ["Project"]. 4_ The undersigned Authorized User understands and agrees that the Licensed Products contain proprietary, trade secret and/or confidential information ["Confidential Information"] of Pictometry. Therefore, by signing this Authorized User Confidentiality and Non -Disclosure Agreement ["NDA"], the Authorized User agrees to use the Licensed Products solely for the Project, which is a nonexclusive, nontransferable and non -assignable right, from the effective date of this NDA until the expiration or termination of the Project for which the undersigned Authorized User was engaged by the particular Authorized Entity. Pictometry and the County acknowledge that the Agreement and Certain information and documentation [collectively, "Records") may be subject to public record rcquests (e.g., California Public Record Act Request or Freedom of Information Act Request) or other coinpelled legal disclosure requests (e.., a subpoena or warrant) [collectively, "Compelled Disclosure Requests`"]. Should the Autho�ri7ged Entity reasonably believe that Records„ in whole or in part, are subject to production via a valid, properly submitted Compelled Disclosure Request, the Authorized Entity will promptly notify County and Pictometry of such request providing five ( ) days advance notice prior to producing any of the requested Records. Pictometry explicitly reserves the right to object t o any such production and to pursue any and all remedies it has in both law and in equity to prevent the release of such Records. The Authorized User and the Authorized Entity, at Pictometry"s expense, shall reasonably cooperate with Pictometry in connection with the foregoing. 6. The undersigned Authorized User agrees to protect and maintain any Confidential Information the Authorized User is given access to under this NDA using at least the same protections and to the same extent the Authorized Entity uses to protect and maintain its own confidential information of a similar nature. 7. To the extent any Confidential Information that is not in the public domain is revealed through the operation or other use of the Licensed Products, the Authorized User agrees that it will not make use of, disseminate or in any way disclose such Confidential Information without the County's prior written consent, which County may first need to obtain from Pictometry. HOA 101512568.1 Agreement No. 6338 IN WITNESS WHEREOF, the undersigned Authorized User, by his/her authorized signature, agrees to all terms and conditions of this NDA as of the date set forth below. Name / Title: Organization Address: City/ZIP: S ignature: Name / Title: Organization: Address: City/'LIP: Signature: Name / Title: AUTHORIZED 1USER (Contractor/Collaborator): ARFR AS TO FORM: -1,4, CITY AFf RIFF City Clerk Ch of El Sep ndo. Date: AUTHORIZED BY (LAR-IAC Member Organization): Date: APPROVED BY (County's LAR-IAC Project Director): Signature: Date: Note: Submit completed form and a copy of the contract between the Autlaiari,7ed Entity and the Author ized User that details the "Project" to Dr. Steven Steinberg, LAR•IAC Project Director, at SSt� iciber.-C6)isd.lacount ov vAth a COPY (cc) to An Dang, LA.R-tAC Project Manager, at Ar �jing&sd lacoonty,gov for revrae «v and approval. HOA.101512568.1